Spider-Verse Redux
by thatoneguy655
Summary: Its Spider-Verse! But what if the Inheritors weren't the villains, but rather a new group called the Sinister 6,000 lead by the enigmatic Mysterio, who has escaped the Ultimate Universe and wants revenge on every Spider-Man ever? Want to find out? Then give this psuedo-sequel to the game Shattered Dimensions and comic story "Spider-Men" a look if you want to.
1. The Prelude

**This is set in the comic's continuity…in a way. An alternate version of Spider-Verse done as a pseudo-sequel to both Spider-Man: Shattered Dimensions, and Spider-Men. As such, there will be no Inheritors or anything like that. Instead, this will be done with more traditional Spider-Man villains. With that in mind, please enjoy the story…**

* * *

 _The Prelude…_

The multiverse is a large place, isn't it? And few people know this better than Quentin Beck, otherwise known as the great Mysterio, who has managed to meddle with it more than once. His left attempt ended up landing him behind bars in another universe. That universe is Earth-1610, to be precise, or otherwise known as the "Ultimate Universe."

Delirium began to set in on Mysterio. Though the effects were undiscovered at the time, as it turns out prolonged journeys to another universe can have negative effects on an average person, which Beck was. Without his illusions, he was just a man in his mid-30s in decent physical shape. He was kept in a maximum security SHIELD facility. Where many entered, but few ever left. He sat alone in the center of his cell…mumbling about how he'd destroy every Spider-Man to ever exist.

Guards passed him by, as did the days. Eventually months passed him by, and then it was a year. "One year…" he thought to himself, "One year since I've been locked up in this place…"

He got up and wandered around his cell. It was pure white and was padded with cushions. The only thing breaking up the monotony was the door, which was steel and had a tiny window. Allowing him to look out, and the guards to look in, "This is truly Hell. I must find a way back to my universe…or perhaps I must find a way to destroy the very Spider-Men who put me here. Why stop there?! Perhaps I can even find a way to destroy every Spider-Man to ever exist!"

His cell began to shake and he looked outside. The guards were running around in a panic and Beck, feigning fear, asked, "What's going on out there?!"

One of the guards replied, "Its Norman Osborn! He escaped captivity!"

Beck gasped, "A prison escapee? How dreadful!"

A fireball came right at the guard he was speaking to, and Beck ducked below as a plume of fire went through the window and eventually blew his door down. He stood back up and saw his door had come down. He saw the Goblin, a large mass of hulking muscle with spikes protruding. He looked into the eyes that burned with hatred, and his body which burned of actual fire.

The Goblin paid no mind to Beck and he tore down the wall as he screeched, "SPIDER-MAAAAAAAAAAAAN!"

Beck ran out of his cell and laughed, "Freedom belongs to me! At long last I am finally free!"

He heard yelling from various other prisoners who pleaded, "Let us out too! Please!"

Beck thought about their proposals and got an idea. He could not destroy the Spider-Men alone…but together perhaps? He then stood in the middle of the prison corridor, surrounded by the corpses of various guards, "I shall let you all free if you promise me one thing…and that's if you help me destroy the very person who put you in these cells. That man's name is…Spider-Man. I shall need five recruits from here…we shall be the Sinister Six."

A man in a containment suit chimed in, "If it's anything like Osborn's Ultimate Six, count me out."

Beck shook his head, "No. I've read up on that, and according to Osborn he hired you to destroy him as men of god or something like that. This will not be done out of self-righteous bias, but rather revenge! And do you all not want revenge?"

They all cheered, "Kill the Spiders!"

Beck's small smile turned to a large grin, "Very good…Now then. Who wants to be my five recruits?"

The man in the containment suit finally decided to go with it, "I'll do it, but only if you get this suit offa me!"

Beck pulled off a keyring from one of the dead guards and unlocked the man's cell, and then his containment suit. The man was bald and wore a black leather suit beneath the containment suit, "Thanks…I needed that."

Another thug said, "I'm in next! Choose me!"

Beck walked over and unlocked his cell. He gasped at the man he saw. The guy's face was skinless, and he had a plastic cap over it, "I'm Deadpool. When we getting my gear?"

"Soon enough…" Beck answered as he thought about how different this Deadpool was from the one he knew back on Earth-616.

Eventually he freed 3 other prisoners. One was a short man with a blonde receding hairline. The next was an unassuming man with an Eastern European accent, and finally the last one was Sandman. Beck then decided to free the rest of the goons for fun.

The new Sinister Six walked through the facility. Beck acted as a commander for Electro and Sandman…the only ones with actual powers right now. They all took down the remaining guards who weren't taken out by the Green Goblin's rampage. Luckily, the SHIELD back-up was busy worrying about the Goblin to even notice Beck and his gang breaking out.

They made their way to the supply room, where SHIELD kept all of whatever the prisoner was carrying at the time. The Eastern-European man put on red and silver armor to become the Beetle. The short man stepped inside of the very large R.H.I.N.O. armor and activated it. Deadpool put back on his red and black costume, and lastly Beck put on his Mysterio costume and snatched a little device and placed it on his wrist.

He pressed a few buttons on the device and suddenly a portal opened up. The other members of his Six looked in astonishment.

Electro asked as he stared at it, "What the hell is that?!"

Mysterio answered, "A gateway between worlds, gentlemen. Come along, then. We have business to take care of."

O'Hirn asked, "I thought you said we were going to kill Spider-Man! C'mon, then! Let's take him down!"

Beck looked at Rhino with a condescending look, "You buffoon, you're thinking too small. How fitting for your actual size, though."

O'Hirn growled and Beetle asked, "Just where are you taking us, then?"

"I'm taking you all on a journey." Mysterio, "A journey that has only just begun…we are going to kill every Spider-Man in existence. Not just Morales, not just Parker but any person who dares to have Spider in their name! We must get more recruits first. We aren't going to just be a Sinister Six."

"What are we going to be?" Sandman pondered as he couldn't help but doubt this plan.

"We're going to be the Sinister Six-Thousand!" Beck answered proudly as he marched into the portal.

Electro shook his head, "Guy's insane."

"He is." Rhino replied, "But…if we're going to destroy Spider-Man, might as well go big." The rest of them stepped inside and were greeted by a rundown lab that was surrounded by nothing but darkness. "Where the Hell are we?" Deadpool asked as he looked at the dusty computers.

Beck replied, "This is my lair. It is between dimensions. The middle of everywhere and nowhere. Where is it? Who knows?"

"That didn't answer crap, domehead!" Electro yelled as he was about ready to electrocute the madman.

Beck stood his ground and said, "Stop being so narrowminded and listen! Listen for one moment in your fleeting life!"

They all remained silent and Electro signaled for Beck to go on. Mysterio wiped the dust of the computers and continued, "You say I'm mad, but your universe is not the only universe. I come from a different one than the rest of you, for example. But you see there's more…"

He then began typing at the keys and then the multiple televisions screens across the wall began to turn on. On many different screens, multiple different Spider-Men appeared. Whether wearing red and blue, or black and white, or any other color they were all recognizable as Spiders.

The entire room gasped and Beetle asked, "Wait…you're telling me there's more of those freaks out there?!"

Mysterio confirmed his fears, "Yes! There are more of them! Thousands! If not millions…maybe even an infinite amount of them!"

Rhino gripped his metal head, as if he couldn't comprehend such a thing, "I…I don't believe it. How could we even stop all those mooks?!"

Mysterio realized he was finally getting through to them, and was glad to do so, "For every Spider-Man…there are multiple villains out there who are just as willing as we are to kill them. If we gather a large enough group, then any Spider-Man who may stand in our way will have no chance! We must rise up and destroy this menace to us once and for all!"

At this point, they all finally agreed to his proposal. Even Electro, "Alright…we're in."

"Good. You five must separate and start recruiting for the Sinister Six Thousand. " Mysterio requested, "And you must not allow our plans to slip out to ANY Spider-Man! This remains between us at all times…until the perfect time comes. Then we finally strike at all and every Spider-Man."

Beetle then asked, "Well…why can't you recruit with us?"

Mysterio looked at Beetle, "Because I must develop something to deal with a certain Spider-Man. He is one that happens to be far beyond any of us in power…unless I build some kind of power absorption technology, of course. Taking hints from Doctor Doom's technology, I should have it developed by the time we hit 6000 recruits if you lackeys are fast enough. Now get going! We must hurry."

Rhino asked, "How uhhh…do we recruit exactly."

Mysterio again gave a condescending look to Rhino, "Use the computer and pick a dimension. It's a vast, limitless multiverse!"

They all nodded and picked their own multiverse, each to where they'd start recruiting as many villains as they possibly could. One by one, they all left through the rifts in space.

Mysterio kept on typing away at his keyboard, and then on his monitor the specs of a Spider-Man appeared. This Spider-Man's powers went beyond the power charts he used.

"Captain Universe Spider-Man…" he mumbled to himself, "Your power will be mine. No Spider will hold a candle to me when I'm done with you."

The monitor then shut off and he got up, "But for now…I must wait until the time comes when I have a suitable army to distract you."

Mysterio paced around for a bit then sat back down in his chair, "Maybe this little lab needs some renovations. Perhaps a fortress? Oh yes…I like the sound of fortress."

He folded his hands and began to plot. His plan had finally taken the first steps, and soon it'd fruition into what he would consider his finest plan yet, and perhaps it would be…but time will tell on that. Time will tell…

* * *

 **So that is that. This is just a little prelude building up the exposition for the story and setting up some of the many villains who'll at least have small appearances, and of course Mysterio, the big bad of the story. I hope to update this frequently but of course there might be some problems and maybe the updates will take longer than anticipated. I am writing another story besides this. And both I'm planning on being long running. So, I hope you enjoyed this slight teaser and that'll you'll stick around for more.**


	2. 1: A Dimensional Dilemma

Days passed since Mysterio's escape, and it went relatively unnoticed. Not by any Spider-Man, but strange things didn't go unnoticed. In Earth-616, home of the original Spider-Man, is where things began to get really strange.

Spider-Man was simply swinging around the city as if nothing was different. It was just patrolling as usual to him. Things had been quiet around the city, and he was still recovering from Otto Octavius hijacking his body for a joyride.

He sat on the roof of a low-rise building and gathered his thoughts, "Things have been quiet since Otto decided to use my body for his own gain…besides Silk, but really I think she can take care of herself just fine. I wonder what happened to Osborn…I can't believe Miguel and I let him get away! All because of Liz Allen…I've got my eyes on that lady."

He then heard a loud explosion in the distance. He got up and he saw smoke across the buildings. Wherever the explosion was, it was from quite the distance away. He got back up and started swinging after the billowing smoke, "Finally, some action! It's probably just a bank robbery or something."

When he got to the edge of Manhattan, there was nothing there. It was on an island across Manhattan that the trouble was happening. The island was Ryker's Island to be precise, a place where all the high powered super criminals were taken to be incarcerated. He looked at it and asked, "How the heck would I even get over there?"

Luckily he noticed boats that he was able to leap across that just so happened to lead straight to Ryker's, "Hello convenience, thy name is boats."

He jumped from boat to boat until he made it to Ryker's, and it was a prison breakout. Everyone was escaping, and he just sighed, "Another day at Ryker's 'high security' detainment unit, I suppose."

He ran into the rioting prisoners and he noticed a strange sight he first mistook as Scorpion, "Well well well, if it isn't Mac Gargan."

'Scorpion' turned around and Spidey was greeted by a face with hideous mandibles and glowing green eyes. Spidey at first reacted with shock, but went back to his normal sarcastic self, "Did you get plastic surgery, Mac? Really, I've got to say…this new look just suits you."

The scorpion monster growled, "I sure as shock am not this 'Mac' you're talking about!"

"A new Scorpion?" Spidey questioned, "Well then…the mutation angle certainly is a new one. So you got a name, or is Scorpion just suiting enough for ya?"

Scorpion growled at Spidey and charged at him, "My name's Kron! Kron Stone! And I'll tear you to pieces and leave nothing behind!"

Peter merely used Scorpion as a springboard to go high in the air and landed on the ceiling, "Oh yeah? Come and get me, then!"

Scorpion pointed his tail at Spidey, and acid blasted from it. Spidey narrowly avoided being melted by crawling away from the impact point, "Oh so not cool, dude. I just cleaned this suit."

Scorpion screeched at Parker as he got on all fours and began to crawl up the wall. Spidey looked at him and joked, "That's my shtick, buddy! Better lay off before I get ahold of my lawyers."

Kron then realized his time in this dimension was limited, "This isn't nearly over, freak! Next time I'll end you!"

He then jumped from the wall and walked into the portal with a menagerie of various other crooks. Spidey tried to chase after them, but the portal shut and he was left out, "Freak? Like he's got room to talk…and was that a portal? It kinda…looked familiar, actually."

He noticed all the rioting prisoners were either locked back up by the guards, or had escaped so he decided to head back for Manhattan. As he was about ready to leave, he was suddenly sucked up into a blinding white light and when he could next see, he was floating in a void of emptiness. He looked around and asked, "Now what's this all about?"

As he looked around, he then saw Madame Webb sitting in the center of the void and he couldn't help but ask, "Aren't you dead?"

Madame Web shook her head, "I am not the Madame Web you know about, Spider-Man of Earth-616."

Peter was rather shocked at that statement, "You…aren't?"

She again shook her head, "I am the Madame Web of Earth-92131. I'm hardly related to the Cassandra Webb you know about, but am instead a being of higher power…in my universe, anyway."

"Well that's strange…" Peter remarked as he looked around the blank void, "So, what's with me being here?"

She waved her hand and explained, "Once again Mysterio is causing chaos in the multiverse, but this time he's going bigger than the times before."

Peter facepalmed as soon as she mentioned Mysterio, "No way, isn't he still stuck in Earth-1610?"

She disproved that almost instantly, "I'm afraid not. And what he plans on doing is gathering a group large enough to destroy almost every Spider-Man in existence."

Disbelief began to grow in Peter's mind. To him, that notion sounded absolutely ridiculous, "No way! That's unbelievable and completely ridiculous. It might even be impossible!"

She looked at him sternly, hinting to him that this was a serious matter, "Unbelievable? I'd say without a doubt. Ridiculous? I'd agree. Impossible? Far from it."

He just couldn't believe it, he really couldn't, "Well what do you want me to do?"

She asked of him one thing, "I need you to find and lead as many Spider-People as you can. The destiny of you and many other people bearing your name hangs in the balance."

Peter was about to accept it but then he had to ask, "Well…why me? Why not get the Peter Parker from the universe you're from or any other possibly more powerful Spider-Man?"

She got a playful smirk on her face, "Because Earth-616 is a center to the multiverse…as if you yourself are indeed the first Spider-Man. The center of it all. That and this Mysterio happens to be from _your_ universe after all."

He thought about what Web said and he agreed, "You raise some good points. But exactly how am I going to do this, Ms. Web? I don't exactly have the supplies for dimensional travel, y'know."

"Yes you do." She answered, "Parker Industries was working on dimensional travel while Otto was in control of your body. Surely you can finish the kinks Otto might've had and finish it yourself."

Peter just then remembered, "Yeah the whole dimensional rift stuff! Well…I guess if Mysterio can do it, I can do it too."

"Very well. I shall send you to the lab so that you may work on it." Madame Web replied, as pleased as ever. She then sent him away and when he next awoke, he saw himself deep below Parker Industries, where the dimensional portal was being developed. He looked at it and said to himself, "Well…might as well get to work."

In the void between dimensions, Mysterio's group had begun to amass due to Mysterio's recruitment. Not only did the Sinister Six-Thousand begin to grow in size and power, but their fortress went from a secret lab to what appeared to be a large gothic castle floating in the middle of nowhere. Despite the primitive looking outside, inside was an advanced citadel that was big enough for over 6,000 super powered goons to make their residence there.

Mysterio himself sat way up into the castle's throne room, the man was a drama queen after all. Holograms of various Earths appeared before him and he flicked away almost every single one, "These Earths seem mostly the same except with some differences…and what's this? A universe where Spider-Man is a pig?! For pete's sake that's inane!"

Then he stopped and noticed an Earth with a description he could get behind, "What's this? A universe where Doctor Octopus remained Spider-Man? That could prove interesting…"

He snapped his fingers and a portal opened between the rift and that very dimension. He decided to send a drone of himself similar to what he did in the Ultimate Universe into there.

The Mysterio drone stepped through the wormhole and found itself inside a hellish landscape. The sky was surrounded by dark clouds and buildings were dilapidated, "Well…I guess this just goes to show Ock is a better villain than he is a Spider-Man…barely."

Suddenly, men dressed in makeshift Goblin outfits walked out of the rubble of various buildings and one asked, "What are you doing here, Mysterio?"

Beck looked at the madman and asked, "Do I know you?"

The Goblin dressed maniac shook his head, "No…but everyone knows our leader, the Green Goblin. We all hail his Goblin Nation."

Beck turned his attention to the one building that was still up, and it was the Alchemax tower but written in a bright green graffiti on the front it said, "Hail the Goblin Nation."

Mysterio seemed sickened at the thought of this place, "Osborn in charge? That's insanity."

The ragged men came closer to him, "Take…that back about our master!"

The drone vanished in a puff of smoke and the men were left astonished, "He's gone! Impossible!"

Beck was horrified at this, but he needed to look for Ock…somehow. And he realized he'd probably find him at Parker Industries. So he went scrounging around until he found what remained of Parker Industries, a building that was crumbling at the foundations. Outside of it was a sign that read, "SPIDER-MAN FAILED THIS CITY."

Beck walked inside and looked around, "Where are you, Otto? It's your old friend, Mysterio…"

Otto walked out of the shadows and said, "Beck…? You look like you've hardly changed…"

"Well yes…there's a good reason for that." Mysterio began, hoping to interest Otto.

And it worked! Otto replied, "Please go on."

Mysterio grinned, well…back in the rift, anyhow. He continued, "Well you see, Otto, I'm from another dimension. And I'm here to propose an idea. You can help us kill various Spider-Men and perhaps we can help restore your world."

Otto thought about this for a while but instead chose to attack Beck. He tore the android apart and noticed the technology. He took a closer look and said, "He said he was from another dimension…perhaps I can take this technology and use it for my own dimensional rifts. Then I can go to another Spider-Man's dimension and replace them…it'll be brilliant."

The real Mysterio looked on from a camera before it was shut down by Otto tearing the android apart. He sneered with rage, "How dare he! I give him the chance of a lifetime, and he throws it away?! He'll be on my list of Spider-Men to die for sure. But he's not the first focus on our list."

He then swiped away various holographic Earths and then finally found the one he was looking for, "Here it is! The universe where Spider-Man remained as Captain Universe…I think my army might be big enough to take him on with relative ease, no? If they keep him distracted as I extract his power, then I will be all powerful. First, though…I must finish development on this power extractor."

He grabbed a chest harness and latched in on, "There's only one way to see if this works…"

Rhino and Sandman walked in while dragging a horrific Man-Spider in their arms. Beck looked at him and asked, "Now which Spider-Man are you?"

He looked through his databases and found the answer, "Ahhh…you're what if Spider-Man never got rid of his six arms. You'll work just fine."

The monster hissed and growled at Beck, but Beck didn't care. He laid his hand upon the monster and all the life was drained from it. What little visible patches of skin that could be seen turned pale and its eyes went white. Then, due to the lack he lack his powers anymore, he reverted back to regular old Peter Parker. Beck laughed until he himself mutated into a horrific Spider-Beast.

He placed his claws on the monster and gave the powers back to the regular Parker, "I don't want to be a monster, but this does show that it works now."

Beck looked at the monster, and it showed a bit of sadness to be back into its hideous form. Beck then looked at Sandman and commanded, "Squish it."

Sandman obliged and formed into a giant hand. The hang then smashed the spider, and Mysterio showed very little emotion about it, "Oh well…on to the next business, then! Gentlemen, we are going to invade Captain Universe Spider-Man's universe in our first 'real' conquest. We must overwhelm him, allowing me to then suck in his abilities."

Rhino asked him, "Well…gee, boss, when we goin'?"

Beck replied, "As soon as possible!"

Peter Parker was planning on taking a similar venture to that universe, thinking Captain Universe Spider-Man would prove to be a useful and powerful ally in going against Mysterio. He thought about recruiting his pals like Kaine, Silk, Anya, and any other Spider in New York, but he thought he'd do that later, as Captain Universe Spidey might prove to be more beneficial.

"Okay…" he said to himself as he activated the wormhole, "let's see if this baby works."

It turned on and the wormhole opened in the ring. He excitedly cheered, "It worked! It actually worked! Otto was a genius sometimes I'll admit…oh well. I better get going and tell this guy about what's going down…"

Peter then grabbed a device and placed it on his wrist, "Can't forget this of course…"

Finally, he stepped through the wormhole to the next dimension, not knowing what would be on the other side…


	3. 2: Head West, Young Spider

Spider-Man arrived at Captain Universe Spider-Man's universe, and it was a utopia. He looked around and said to himself, "This is amazing…"

Suddenly, Captain Universe Spider-Man appeared and said, "Halt, intruder—wait, you're me."

"And I'm you, yeah yeah. Can we cut this short because I have a feeling I'm going to be going through that whole thing a lot on this journey?" Spidey sarcastically replied as he shook his all-powerful counterpart's hand.

The alternate Spider-Man removed his mask and smiled, "It really is me. Only I have that kinda humor. What brings you—errr, me here?"

Peter stopped joking and became serious in mere seconds, "It's Mysterio he escaped another universe and is gathering an army. I need your help…along with the help of every other Spider-Man I can find."

The universal Spider-Man stared at his regular counterpart and laughed, "Mysterio! How could that guy even be a speck to me, me? I'm sure I'll be fine."

Peter shook his head, "Look you've got to listen to me! He's stepped up from the Beck of this universe! He seems less like Mysterio and more like Doctor freakin' Doom! He's assembling an army of our foes from other universes! I could hardly believe it myself at first, but then I realized Beck's gotten crazy…and much smarter."

The all-powerful Spider-Man wanted to doubt his counterpart, but he couldn't. He knew that he probably wouldn't lie to himself, "You're not the first Spider-Man who found me, but I feel better hearing it from myself."

Peter thought about what he meant by that…a Spider-Man who wasn't him? He thought maybe Kaine maybe? Could it be Ben? It couldn't have been Ben, he was dead…but then it came to him, "Doctor Octopus."

Captain Universe nodded, "You're right, it was Otto…did he hijack your body?"

"He did in my universe…" Peter answered, and he thought how Otto could be there but then realized, "He's probably from a universe where he decided to keep control of my body. I wonder why he's trying to recruit people like I am."

Universe shrugged, "I couldn't tell you. But what do you need me for?"

Peter was about to say what, but then suddenly Ock leapt out of a tree and tackled Parker, "I knew you'd be here eventually, Parker!"

Peter shoved Otto off and yelled, "What do you think you're doing?!"

Captain Universe sided with Peter and added, "Quite so. What are you attempting?"

Otto got back up and pointed at Peter, "What am I doing? Nothing except trying to prove myself as the Superior Spider-Man."

Peter shook his head at Otto's childish behavior, "There's a bigger crisis than your so called quest for power, Otto! Get it together!"

Universe Spidey then asked, "Need me to take care of him?"

Peter declined, "He should be easy enough on my own."

Otto and Peter started to fight and that's when it happened. A large portal opened in the sky and Captain Universe Spider-Man took instant notice, "It's a mighty coincidence everyone decides to arrive here first…"

He looked at the portal and then people began to fall out. The crawled out by the hundreds, if not the thousands. You could name the villains, each and every single one of them. Symbiotes, Goblins, and whatever else was in there.

They all looked at Captain Universe and began to charge. He blasted only a small portion of the large hoard away. He gasped, "There's…too many of them…if I'm going down, I'm going down protecting my city!"

Peter turned his attention from Otto and to his almighty counterpart, "Wait! But you can come with me!"

Captain Universe turned to his regular 616-Earth counterpart, "I'm afraid I can't. When I leave this universe, I lose my power and—"

Before he could even finish explaining he was dogpiled by Rhino, Scorpion, Sandman, Venom, and the Juggernaut. He blasted them all off and continued, "—and I'm practically useless! Go on without me! Save yourself from this Sinister Six-Thousand!"

Then from the portal, the grandmaster floated down…it was Mysterio and he had his power absorbing device strapped to his chest, "So here we have perhaps one of the most powerful Spider-Men."

Captain Universe flew up to Mysterio and tried to fight him, but Mysterio vanished before he could even land a hit, "C'mon Mysterio! Fight me like a man! Most of your goons can't get me from mid-air."

He then heard webs being shot from below him. He looked down and saw an entire legion of symbiotes shooting up at him. He tried to avoid them, but then one snagged on to him, and then another one, then another, and so on. Eventually he was tangled in symbiote webs. He was pulled down by all of them and held in their grip. A portal then spliced open in front of him and he was shoved inside.

Before he could get out, the Uni-Power was drained from within him and he fell back into being a normal Spider-Man. Eventually that Uni-Power found itself being controlled by whom else but…Mysterio. His laugh spanned the cosmos as this new power flowed from within him, "Yes! YESSSS! I can feel it…growing within myself. I can feel myself controlling the Uni-Power and making it my own. The power that is in my hand…just as all Spider-Men I have met so far, Earth-13's Spider-Man was a narrowminded fool. He only used his powers on Earth…to this single city, when he could've been so much more. He could've been a defender here on a universal level, but now…he is the same as all other Spider-Men! Spider-Men who will be defeated under my power! Nobody will be able to stop me…I am Mysterio the all power, the all mighty…and my strength will know no bounds. Spider-Man has failed this world…he has failed this universe! This is only but my first step. The first step in wiping out every Spider-Man in existence, every single bug who dares to ruin my life and put me away will not be put away themselves! Put away…to death! The force I control is beyond comprehension for any mere peon to even comprehend! And now…I take my second step into the rest of the dimensions…"

Peter could only watch as Mysterio bragged and boasted. He didn't even realize that Otto escaped like a filthy coward. He ran up to Beck and tried to stop him, but Beck blasted him away, "KNEEL BEFORE ME, BUG!"

He fell on the ground and looked further but then he remembered that Earth-13 Spider-Man loses his power when he leaves the dimension, and that even happened when the symbiotes shoved him away. Mysterio stepped into the portal and then suddenly the lights on his harness shut down. He looked at it and asked, "What's going on here?"

The now powerless Earth-13 Spider-Man in the portal said, "The Uni-Power only works in its respective universe…"

Beck then stepped back out of the portal and shut it. He began tapping at a device on his wrist as he mumbled, "There's been a change of plans."

A portal larger than any of the previous ones opened wide and Mysterio's fortress came hovering down. Its shadow covered the entirety of Manhattan. Peter got on his own wrist device and decided to bail. The fortress fell into the surrounding waters and would've flooded the city of Mysterio didn't use his powers to raise shields around it. He then rose into the air and proclaimed, "Greetings people of Earth-13! You may now call me your god. I am Mysterio, myself and my group of fine gentlemen will be making our new home here if you do not mind. Oh if you do mind, you don't have a choice anyway."

Mysterio then hovered to his fortress. After he entered it, pieces of Ryker's Island began to crumble to rocks…and then the rocks began to form a bridge from Mysterio's fortress to the rest of Manhattan. When the bridge was completed Mysterio called out, "TO ME MY SINISTER SIX-THOUSAND!"

The now scattered myriad of various costumed supervillains all grouped together and then went back into the fortress. This was now their new base of operations…

Unluckily for Spider-Man, he was unfortunate enough to have typed in his directions wrong and he was sent into a whole new dimension he knew nothing about. He got back up and saw he was in a desert like area. There wasn't much worth talking about except for a couple of saloons hanging around. He mumbled to himself, "What is this, a spaghetti western?"

He was quite right in his sarcastic remark as galloping down the road was a cowboy with an outfit that was a faint red and blue. The color had faded. He was a bandana around his face, and had round goggles that blotted out his eyes along with two holsters that held what else but guns? The man stopped in-front of Peter and got off his horse, "Whaddare you doin' here, partner? N' what's with the circus outfit?"

Peter looked at him and asked, "I could ask the same of you. Who're you, 'partner?'"

"I'm the Web-Slinger, if'n y'need to know." The man introduced himself, "I can show'ye why they call me that if yer lookin' fer trouble."

Spidey shook his head, "No, but I take it you're the Spider-Man of this universe…"

Web-Slinger cocked his head, "Universe? Jus' what are you goin' on about?"

"Okay, you're not gonna believe me…but there's like other dimensions besides this one. And some of your villains are probably apart of some big group of villains being led by a madman!" Peter explained, trying not to sound crazy as he did.

Of course, he sounded very crazy. But Web-Slinger believed him, "I've been hearin' 'bout how some a' my rivals have had some…expansion in group. So yeah, I'd believe ya. I'm a bit of a man a' science myself, but shoot. Never thought I'd run into me from another universe."

"But you—Wait you believe me?" Peter asked, astonished. Web-Slinger nodded. He heard a bottle smashing and looked at the bar, "That don't sound too good."

He reached into his bag and tossed Peter a pile of spare clothes, "Take these so you'll look like less of a clown there, slick."

"Hey I'm not a clown!" Peter detested…but then he ran off to put the clothes on anyway. Web-Slinger on the other hand walked into the bar and saw a large burly man causing trouble. Whether it was knocking down tables, bashing bottles against people's heads, and various other things of that nature, you can bet he was doing it. He stood a whole head taller than most of the people in the bar, and he had a bizarre bone growth forming from his head that looked like a horn. Another odd thing about him was his skin, which had gray stony sores all over it. You could see them because he refused to wear a shirt, and the only hair on his body was on his arms, chest, and his thick black beard.

The bartender pulled a shotgun from below the bar at him, "N-now just…hold it right there."

The large man stomped over to the bartender and spoke with a thick Russian accent, "Be holding your fire. Are you really wanting to play hero?"

The bartender stood his ground and kept the gun aimed at him. The man yanked it from the innocent servant's hands and opened his mouth, revealing his filthy and ravaged teeth. He then chomped down on the shotgun and spat out some of the metal, "I am having to kill you now."

Web-Slinger stepped in and aimed his guns, "That's enough, Aleksei."

Aleksei laughed, "Well, well, well if it is not being my old enemy, the Web-Slinger. There is being nothing that your fancy guns are being able to do against the Rhinoceros."

"I know that bein' a circus freak ain't easy fer ya…" Web-Slinger replied as he still kept his guns aimed at 'Rhinoceros,' "But that doesn't mean y'need to take it out on these folks."

Aleksei growled and charged at the cowboy, "I AM NOT BEING CIRCUS FREAK! I WILL BE TEARING YOU APART NOW!"

Web-Slinger sidestepped the raging monster and pointed his gun at his feet. He fired, and a white rope-like fiber shot out of it and stuck to Aleksei's right foot. Aleksei tripped and fell to the ground, "Arrrrggh! I am hating fancy guns of yours with the webs!"

Web-Slinger released the revolver's trigger and it retracted back inside, "Now then…be a doll and wait until the sheriff gets here." He twirled the gun in his hand and placed it back in its holster, "Y'don't want any more trouble, now do ya?"

Aleksei chortled and wheezed, "Then it is indeed a swell thing I am not alone, hero! Electrooooooooo!"

The saloon's doors went flying open and Ultimate Electro walked in. Everyone in the bar screamed at this unusual to them monster, "Hello primitive people of the old west! I'm…ELECTRO! I bet you don't even know what an electricity is, do ya?"

Web-Slinger turned his attention from Aleksei to Electro, "What in blue blazes—"

Electro then blasted him away with an electric shock, "These aren't blazes, buddy! They're electric!"

Peter walked back into the saloon with Web-Slinger's spare outfit and explained, "I'm so sorry for taking so long, but it was hard to find a place to change and-ELECTRO!"

Electro looked at Peter and asked, "How do you know who I am, primitive cowboy?"

"I'm Spider-Man. From another dimension." Peter answered at he shot a web at his face. Electro burned it off and yelled, "I AIN'T LETTING YOU GET ME, FREAK!"

Peter rang over to Web-Slinger and picked him up, "You okay there?"

"I'd reckon so…" he answered with a cough. He pulled himself back up and aimed his gun at Electro, "That feller ain't gonna like what's comin' next."

Peter pushed his arms away from Electro and said, "Don't do that!" Aleksei got back up with the heroic cowboy no longer being on him, "Ahehehehehe, are you having the troubles web-slinging people?"

Peter winded up his fist and knocked 'Rhinoceros' out in one hit, "Looks like that was Rhino…certainly not as troublesome as mine."

Web-Slinger took aim at Electro again and said, "I think I know what'm doin'. Now to just…"

Electro fired a blast of electricity at him and said, "Cower! Cower beneath me, primitive people! Electro's a living dynamo!"

Spidey managed to shoot a web at the electrifying madman and yanked him. This caused the blast to narrowly avoid Web-Slinger, "Thanks, slick. I was almost fried fer a second there."

He took aim again and fired. Electro turned around and noticed all the electricity being yanked from him, "Wait…whaddo you think you're doin'? How did you do that?!"

"I said earlier I had an eye fer science n' I meant it." Web-Slinger explained, "The strands a' web-like material I used have wires a' metal in 'em. By makin' it stick to you, I managed to get it to conduct from these here webs to these guns…n' it's a good thing my gloves are rubber."

Electro was completely powerless now. He tried to absorb any electricity he could find, but there was nothing, "What's going on here?! Where's the electricity?! Where's the power?!"

Peter grinned as he kicked the now powerless Electro down, "This is the old west, 'partner.' There's no electricity for you to absorb."

Dillon panicked as his face went from a smug smile to a look of despair, "I need to get outta here! And quick!"

A portal then opened up that he then escaped into, "This isn't over! It really isn't!"

Peter raised his fist at Web-Slinger and he asked, "Whaddare y'doin'?"

"Fist bump…wait that wasn't 'invented' yet. Oops." Peter realized, "So uhhh…you wanna join my team to oppose these guys?"

Web-Slinger looked at Peter's hand and shook it, "I think we got ourselves a proposition."


	4. 3: Be Ready: Save Dimensions Supaidaman!

Though the multiverse was large, Peter had already recruited Web-Slinger, and many Spiders of his dimension. He discussed the plans with his growing army.

"Okay…" he began, "So we've got to come up with a plan. A big plan."

Kaine scoffed, "A big plan? I can see you already put the planning into this."

Silk tilted her head, "I see nothing wrong with a 'big plan.'"

Kaine turned to her and said, "That's because you're not the brightest."

Web-Slinger looked at Kaine and said, "Leave the lady alone, feller."

Kaine then looked at the cowboy as he replied, "Tell me I'm wrong."

Anya stepped between the two guys and said, "Guys, we're on the same team here. Let's not fight…and say we did."

Kaine groaned and crossed his arms, "I got enough of that from Hummingbird! Why won't you guys let me kick some ass?"

Miguel patted Kaine on the back, "Calm down, man."

Kaine shoved his hand off "Don't touch me!"

Peter shook his head and answered Kaine's question, "Because we're on the same team, Kaine. Whether you like it or not, you have to be a team player. Our lives depend on it."

The clone considered it and begrudgingly agreed, "You're right for once."

"Okay, so…I've got universes each of us are going to be going to." Peter explained, "All of your will recruit Spiders from these universes until I say we have enough…but it won't be easy."

Anya brushed that warning off, "Oh please! What are they gonna do?"

"We have more than the Sinister Six-Thousand on our tail. Keep an eye out for Doc Ock in my body." Peter answered very seriously, "He's probably going to assemble his own team and we need to get our team before he gets his."

Web-Slinger had to ask, "What if he assembles a team faster than we do?"

"I don't know…and we don't have to find out!" Peter replied as the portal opened, "I'm going to Earth-51778. Kaine, you're going to Earth-57780. Anya, you'll cover Earth-138. Miguel…you'll go back to 2099 and see if there are any of Mysterio's or Otto's recruits stinking it up. Finally, Cindy, I'll need you to go to Earth-13. After that whomever we recruit will spread out to other dimensions and we'll have an army...hopefully."

The Spiders nodded and went to their respective universes. And Peter was right, Otto too was gathering an army.

He stood in front of a shadowed group of rejected Spiders, "We all share one thing in common my brothers…we are the fallen Spider-Men. Those who are not accepted by our peers, those who are thrown about and failed, but with these new dimensions we have the chance to take a new chance. The chance we deserve."

The spiders cheered, except for one. This one looked somewhat like Venom, but had large, round, and white lenses. He wore an armor that was like a crab's carapace and his helmet had 'teeth' but not traditional Venom teeth. They were black and weren't in a mouth, they basically were the mouth. Whenever his "mouth" opened, all that could be seen was pure red. His armor was all black and like Venom all that wasn't black was the white spider-symbol, previously mentioned eyes, and a white scarf.

Otto looked at this Venom and asked, "Is there a problem?"

The Rider-ish looking villain turned to Otto and replied in a thick Japanese accent, "I am not looking to replace someone. What I am seeking is the destruction of my enemy, Takuya Yamashiro. He will not survive by the end of this day."

Otto shook his head, "Sheesh, quit acting like some kind of rival stereotype. We're a team here."

Venom flipped his scarf and replied, "I am a solo act and you will deal with it. Only I may destroy Takuya Yamashiro and prove myself as a worthwhile opponent to him."

"If you're a solo act, then why are you here?" Otto asked as he squinted his eyes at the supposed worthwhile opponent.

Venom thought about this for a minute and said, "Because only you will serve as a distraction to Yamashiro and then I will deliver the finishing blow."

Otto once again shook his head at what he considered madness and opened a portal, "Just go and finish this opponent once and for all. One less Spider we need to worry about."

Venom nodded and got on his motorcycle. He rode through the portal and went off to Earth-51778.

Earth-51778 is home to, as mentioned by his mysterious rival, Takuya Yamashiro. He was otherwise known as Supaidaman, the emissary of Hell.

Though he had defeated his enemies, the Iron Cross Army, he had no time to retire for as they were defeat a new enemy arose. That enemy was Masahiro Osaku. Though he looked like the average salary man, but he was secretly Gurīngoburin, or the Green Goblin! The Gurīngoburin is said to be from a planet similar to planet Spider, the very same planet where Supaidaman got his very same powers from due to a UFO crash.

Supaidaman thought that only this alien monster was his only threat, but instead he also has to deal with Dokutā okutopasu, who as you can probably guess, is his equivalent to Doctor Octopus. The good doctor serves as the Goblin's right hand man, and he too is secretly a monster from outer space. Not only them, but he must deal with the previously seen Benomu, his mysterious rival dressed in an even more mysterious black armor that shares connections with Supaidaman's Spider-Protector.

Speaking of his villains, right now Supaidaman was sneaking through the Osaku Corporation's large tower. He knew that was where he would most likely find Masahiro Osaku and put an end to his planet conquering plans.

He sensed something was about to happen and he gasped, "Where is that Goblin menace?" He snuck around some more and finally found himself in Osaku's office. He searched his desk and then Osaku was suddenly behind him, "Look for something, Spider-Man?"

Takuya looked at him, and saw an average Japanese businessman, "So there you are, Osaku! Today is the day that you will not see the end of!"

Osaku laughed and his human form faded away into a green reptilian monster with piercing yellow eyes. Another thing is that he had bright purple armor and a helmet with pointy ears sticking out of it. He exposed his sharp fangs as he said, "You will stop interfering in my plans to conquer this world in the name my people! The Goblin people! Prepare for assimilation, fool!"

The office then began lowering like an elevator into the depths of the Osaku Corporation tower. Supaidaman looked around and asked, "How…how is this possible?"

"It is possible through the power I hold! My technology is far beyond Earths!" Goblin boasted as he then went in for the attack. Supaidaman was quick on his feet and out from his bracelet a net come out that covered him up. He growled and said, "Doctor Octupus! Take care of this fool as I break free!"

Then the office door swung open and a Japanese man with a bowl cut and a labcoat limped in with a hunch, "You dare harm my master!? You will pay for your insolence!"

Supaidaman aimed his bracelet at the doctor, "Do not make another move!"

The doctor made a formation and he began to grow and change, "It is you who will not make another move, emissary of Hell! I will consume you alive as you are wrapped in the tentacles of Doctor Octopus! Ahahahahahahahahahaha!"

Not only did his size begin to change, his humanoid shape began to shift. His arms began to split and his legs split too. His body receded into his head, and his head became nearly featureless except for his eyes. Then tentacles popped out of the now almost barren head and he became a giant octopus. The octopus screeched and tore through the Osaku Corporation's tower and it began walking around on all eights.

Goblin laughed, having finally broken out of Supaidaman's net, "You can make the choice, Spider-Man! You can either capture me…or you can let your city die beneath the might of Doctor Octopus! You choose!"

Supaidaman wanted to chase his foe, but knew he had to save the city from the insane octopus monster. He jumped out of the tower and raised his hand, "I SUMMON LEOPARDON!"

His ship, the Marveller, broke through the ground and it shifted into the giant robot Leopardon! Supaidaman then hopped into the giant robot and began to stomp over to the ginormous eight-armed menace, "TRANSFORMATION COMPLETE! COME AND FACE ME IF YOU DARE DEAR DOCTOR!"

The slimy beast turned its attention to the giant robot and was met with a rocket fist to the eye. The fist reattached to Leopardon's arm and Supaidaman raise his fists in a combat stance, "Your injustice will not stand! I will show no hesitation in taking you down!"

The octopus screeched and tripped the robot up with one of its tentacles. Leopardon fell down and the octopus crawled on its torso. It began slapping the chest and head. Finally it crawl up to the head and used its beak to begin biting down on Leopardon's nose. Leopardon responded in kind by firing a laser into the beak from its eyes. The octopus screeched in pain and reeled back from the head. Leopardon got back up and it removed the decoration from its head and tossed it at the octopus. The boomerang-like decoration managed to slice off two of the tentacles.

Supaidaman laughed, "You are no match for the might of Leopardon mere monster."

At this time, a portal opened and 616 Spider-Man walked in on the giant fight. He looked around and said, "Well…things are already weird here."

The octopus monster regrew the tentacles and screeched in a manner that was similar to laughter. Leopardon pulled the sword from its leg as Supaidamn declared, "SWORD VIGOR!"

It then tossed the sword at the octopus and it flew right into the beast. The monster groaned in defeat and fell over before transforming back into the unassuming scientist from before. Leopardon then picked the sword back up and placed it back on its leg, "That takes care of that."

Goblin looked at the defeated monster and growled, "Damn it, Spider-Man!" before making his escape.

Leopardon then went back underground and Supaidaman emerged victorious. Peter saw his Japanese counterpart and swung over, "Hey you."

Takuya looked at Spider-Man and gasped, "Imposter?!"

Peter shook his head, "Try from another reality…and in this reality I apparently have a giant robot."

Supaidaman bowed in Peter's presence, "Ah that explains very much. I am Spider-Man but you already knew that. What brings myself from another reality here?"

"Well…" Peter began to explain, "…there's this army of villains gathering and I kinda need your help."

Takuya nodded as Peter explained, "So…these villains are trying to destroy us Spiders."

Peter couldn't believe he picked up on that so quickly, "So can you help us?"

Takuya posed and replied, "Of course! It would be an honor to fight by fellow Spiders in great justice!"

"Too bad you won't have the time." A voice said as a motorcycle was heard revving up. Supaidaman looked over and saw his universe's Venom counterpart, "Venom! Why must you pursue me so like this?"

Venom sneered at Supaidaman as he stepped off of his bike, "Because you are not worthy of Planet Spider's approval! Only I should have had such an honor!"

"So it is of spite and jealousy that you come to me like this…" Supaidamn solemnly realized, "But I will not let that nor you bring me down!"

Peter interrupted their conversation and asked, "Y'need help with this guy?"

Supaidaman shook his head, "I thank you for the offer, but help is not needed. I can handle Venom on my own."

Venom laughed when he said that, "You cannot handle me! I'm too much for you to handle! My Spider Protector is greater than yours and my Spider Bracelet has much more power than yours! You will not leave this dimension! At least not alive!"

Supaidaman got into a battle stance and said, "Then prove it! Fight me!"

Venom screeched and charged after the Japanese vigilante. Supaidaman then grabbed the monster by his wrist and tossed him into the ground. Venom backflipped back up and kicked Supaidaman right in the face.

A white spray began to spew out of Takuya's bracelet that covered Venom up. Venom snapped the webs away with his claws, "I'll eat you alive, Spider-Man!"

Supaidaman chopped Venom's neck, sending falling to the ground. Venom got back up and ran to his bike, "This isn't over! See you in another dimension, Takuya! And believe me, you won't manage to leave that next one!"

After that, he rode off. Supaidaman wasn't having that, however. His Spider-Machine GP7 appeared and he hopped inside. He then dragged Peter in and said, "We are catching that villain!"

Peter didn't oppose the idea, but instead he lamented, "Awww…you have a car too?! This car is way cooler than mine too."

"No time to talk about the car! Let us drive!" Supaidaman declared as he chased after Venom. Venom looked behind and saw Supaidaman on his tail, "You never give up! When I'm done with you however…the only thing you'll never give up on is being dead!"

Peter sighed as Takuya speeded after the armored menace, "This is cheesier than a macaroni and cheese meal."

Supaidaman looked at Peter oddly and asked, "What does macaroni and cheese have to do with this?"

Peter smirked, "Uhhh…nothing. Just get that guy!"

Supaidaman turned his attention back to the speeding Venom and yelled, "DEPLOYING MISSILES!"

Missiles then launched out of the Spider-Machine that hit Venom's motorcycle. Venom hit the ground and looked that his bike has been completely destroyed. He screamed, "My bike! You dare destroy my bike?!"

The Spider Machine stopped and Supaidaman hopped out. He webbed him up and spun him around on a strand of web. The web snapped and Venom went flying into a wall. Supaidaman picked up his fallen opponent and asked, "Who are you, Venom?"

Peter watched closely wondering if Venom was going to be someone like Eddie Brock or someone entirely different.

Venom began to explain, "When the Marveller crashed, there was not one…but two bracelets there. I managed to get mine before you. My bracelet is more a prototype, though…and it has a mind of its own that grants me its power. Finding the fallen Gara was easy…I just took his blood and injected it like you did. I must kill you so there are only one of us. The bracelet and I are Venom…we are Venom! There is no singularity between us!"

Supaidaman dropped the black monster. Peter got out of the car and said, "He's getting away!"

Supaidaman turned his attention to where Venom once was and noticed he had vanished, "I let him get away! I have failed!"

Peter patted his counterparts back, "Don't let it get you down, buddy. Maybe next time…"

Takuya smiled at Peter, "Yes…perhaps next time."

Back in Earth-13, Gurīngoburin kneeled before Mysterio, "He survived Doctor Octopus's onslaught."

Mysterio sighed and facepalmed, "He survived the octopus monster? Well…he does have a giant robot. It just goes to show that that iteration of the good doctor really was no use to us."

The Goblin then asked, "Well…what's our next attack? I cannot conquer that universe as long as that Spider-Man lives!"

"You'll take care of Leopardon, Osaku." Mysterio explained, "I have my ways…"


	5. 4: Kaine meets Electric Company Spidey

As the Spider-Men spread out across the multiverse, Mysterio was making Earth-13 his home. Things had changed. It seemed as if the sun never came up anymore, the night was always in full effect. Probably to better show off the large pink neon sign over Mysterio's fortress that read, "MYSTERIO."

People were able to walk the streets but were constantly under watch of Mysterio drones and not to mention they had to listen to Mysterio's 24/7 parade that marched around the city. It had floating balloons of the domed dictator in various poses. And then there was the float that had a golden statue of Mysterio standing over a fallen Spider-Man. Not only that, but it also had various memorabilia from other fallen heroes such as Iron Man's helmet, Thor's hammer, Captain America's shield, Ant-Man's helmet, and other trinkets he had from defeated foes laying down next to the statue. Each of them had been welded down so they could not be removed. But perhaps the worst part is the music the chained band blared constantly. The lyrics consisted of lines that bragged about Mysterio such as "Who is your boss? Mysterio of course." Or even things like "You're all content because Mysterio says you are." and "Who's never had a loss? Mysterio of course."

Then there were the buildings. No longer were they stone, but they became skyscrapers that reached in into the clouds and were metallic with even brighter neon lights strewn across them. If it wasn't obvious at this point, Mysterio's flashy nature had transferred to New Yor—errr I mean New Beck City as it was now referred to.

A man was walking the street and he was caught mumbling, "This Mysterio guy is full of it…" The Mysterio drones turned their attention to the man and grabbed him, "Insulting your lord, Mysterio. That's time in the dungeon, punk."

The man struggled in their grasp, "You can't do that! What about my free speech?"

The drones laughed at that suggestion, "There is no free speech here, only Mysterio's speech, which is law."

He was dragged by the drones to Mysterio's throne room and was thrown on the ground, "Enjoy your sentence, scumbag."

The man looked at the drones and then up to Mysterio himsef. He changed his outfit from his normal purple and green garb to a flowing purple robe to signify his new power. The robe also had golden lines across the robe along with a collar that was similar to Doctor Strange's. Lastly, he had metallic green gauntlets with pointed fingers. He pointed at the innocent man and asked, "What is your crime, fool?!"

"I-I…" the man began but he couldn't continue. Mysterio stared at the man and walked down from his throne, "You don't have to tell me, anyway. I already know. You used my name in vain! That is basically treason against your great leader. For that, you shall suffer."

The man cowered and bowed before the dictator, "Please! Show mercy against me, my leader. I-I didn't mean to."

"Mercy? Oh fine…I'll just make it that you'll live the rest of your days in horror of the unknown." Mysterio said with sadistic glee. He snapped his fingers and the room began to fill with fog. The man looked around and saw a dragon flying towards him. Suddenly there was another one from the opposite side of the room. They flew circles around the man then flew into him and vanished. Then one large glowing dragon appeared where they vanished and swallowed him. When the man was able to see again, he was surrounded by Spider-Men. He gave a sigh of relief until they all started marching at him while proclaiming, "Remember your boss…remember he without loss…remember **Mysterio!** " They then shifted into horrifying orc-like monsters with wide sharp-toothed grins.

The man fell on the ground and burst into tears, "Okay! Okay! I'll remember my boss! I'll remember Mysterio! Please put an end to this." Everything then reversed and he was back groveling before Mysterio. The man kissed Beck's foot and pleaded, "Please don't make me go through that again!"

Mysterio grinned beneath his dome and said, "Of course. As long as you know your place and of course you should know that that place is beneath me."

The man's tear-filled eyes looked up to the overlord and he solemnly said, "Yes, Mysterio."

Mysterio stomped on his foot, "That's Lord Mysterio to you! You've lost your right to just call me _just_ Mysterio."

The man winced at the crunch of his hand and said, "Y-yes, I'm sorry Lord Mysterio."

Mysterio then kicked him away, "Get out of my sight."

The man stumbled away as he held his hand in pain. Mysterio then walked out of his throne room and made his way for the dungeon. Inside was a malnourished and frail Spider-Man. His costume barely fit his extremely small frame and it had holes in it. It also had bugs crawling in and out of it, "Mysterio, what do you want?"

Mysterio looked at the trapped Spider-Man and asked, "Tell me why I cannot use this power outside of this dimension."

Earth-13 Spidey spat at him with what little saliva he had left, "Eat me."

"I won't have to do that, but I think he will." Mysterio said as an incarnation of Venom walked in. He was the traditional Eddie Brock Venom. The monster grinned and said, "He's a bit small…but we'll eat him alive."

The former Captain Universe knew he couldn't even stand a chance to Venom and answered Mysterio, "Alright! That's because it's the Uni-Power! As in it only works in this universe! There's no way that you can possibly use it outside of here."

Mysterio thought about that for a while but then he got a devious idea, "Of course I can't use it elsewhere, but…what if I brought other universes to here? Perhaps each of these universes have different Cosmic Cubes, or Infinity Gauntlets of their own…I could get those and increase my own power! Not to mention various cosmic beings such as Galactus or otherwise! I'm brilliant."

Spidey banged on the walls and said, "No! Don't do that! Are you insane?!"

Mysterio snapped his fingers and said, "He is of no use to me. Enjoy your meal, Venom."

Venom walked into the cell as Mysterio walked out. He could hear the screams and the crunching of Earth-13 Spider-Man's bones, "I love my newfound power."

But elsewhere, in Earth-57780 the ever patrolling Spider-Man was looking for his foes, but instead he finds himself a sandwich. But no, dear readers, this was no ordinary sandwich. He tried to take a bite out of it and he groaned. He looked at it and noticed it was a rubber glove sandwich! Hard to chew and impossible to swallow, this sandwich was what this Spider-Man's nightmares were made out of.

He then looked over at a sign that said, "No dogs allowed." He wondered to himself just why who might spoil a dog's day like that. After that, he began to realize that this situation was awfully familiar. A portal then opened right in front of him and he asked as a speech bubble popped out, "What's this?"

Kaine walked out and looked around. He sighed, "You've got to be kidding me! This place looks like it's made out of cardboard backdrop."

Spider-Man looked at Kaine and asked again with a speech bubble, "What the-?!"

Kaine looked at the speech bubble and shook his head, "Okay…what the Hell?"

The Spider-Man shrugged and Kaine asked, "CAN'T YOU TALK?!" He shook his head in reply. Kaine groaned, "This is gonna be one of those days."

Then, from out of the alleyway the brown costumed fiend known as 'the Spoiler' appeared. Kaine looked at Spoiler's ragged costume and asked, "What's up with that guy?"

Spidey got ready for battle and explained through the text, "That's the Spoiler!"

Spoiler laughed manically and pulled out a sack, "That's right, Spider-Men! But this time, I am not alone!"

The sack he dragged began to move and got up. Two arms popped out of it as it laughed. Kaine looked at the Sack and said with disbelief, "Oh Jesus Christ."

The Sack began throwing various fruit at Kaine as Kaine just stood there with a disappointed glare on his face. He walked over to the Sack and kicked it down to the ground. He then stepped over to the Spoiler and tossed him into the wall.

He sighed, "What even is this place? A Sack and some guy who plays tricks?! Why does Peter send me to the circus gallery?"

Electric Company Spider-Man looked at Kaine and thanked him for helping him defeat the Sack. As they conversed, the wall that Kaine tossed the Spoiler into began to walk. It was the Wall! And he was angry, "You got me kicked out of the game Spider-Man! For that, I will make you suffer the consequences!"

Kaine looked at the walking brickman and had to sigh once more, "Oh great, and now we have the walking cement factory! I can't take this."

He shoved the Wall over and the Wall couldn't get back up, "Curse you other Spider-Man! You may have overcome the Wall this time b—"

Kaine webbed the Wall's mouth shut and said, "Jesus Christ shut the Hell up."

The silent counterpart looked at the Wall being defeated and gave a thumbs up.

"God, why am I even here right now?" Kaine thought to himself before remembering, "Oh wait, yeah. I'm here to ask you something. Look, my 'brother' is forming a team of Spider-Men…and he wanted to recruit you."

Electric Company Spider-Man nodded happily as his speech bubble read, "Of course!"

"Let's go." Kaine replied as they both stepped through the portal.

Earth-138, like Earth-13 was an Earth that was under the control of a vile man. That man was Norman Osborn, or President Osborn. He had taken over SHIELD just as he did in 616 but after murdering Peter Parker, he no longer felt any of his insanity. Without that and without his Spider-Man grudge, he was able to take over the United States with ease.

All superheroes were incarcerated or eliminated with extreme prejudice. Without them, Norman had risen to the top with no problem. Only the heroes' descendants were left after their defeat. The person who took up the name Spider-Man was surprisingly not a child of Peter Parker, but that of Hobie Brown, otherwise known as Prowler. He led the revolt against President Osborn and he was in the process of trying to ruin one of his speeches right now.

Osborn should have grown old after a while, considering how long he had been the president for years but that didn't happen. All that happened is that he had grown a bit more out of shape. He stood at his podium and he adjusted his tie, "Good evening my fellow Americans. I am here to announce that I have introduced what is perhaps the United States' greatest weapon yet."

Government workers surrounded Osborn and Osborn grinned, "Based on one of the men who helped me get where I am today, I introduce V.E.N.O.M. What is VENOM? These suits are based on the suit once worn by my good friend and veteran of the Osborn Registration, Mac Gargan."

The government workers all transformed into Venom-like monsters as the crowd gasped in horror, but Osborn assured them it was gonna be okay, "Don't worry. It's all perfectly safe."

Then an army of various heroes dressed in makeshift hero outfits along with just general people with torn up clothes, mohawks, sunglasses, spiked up gauntlets, and various other punk regalia. Leading this army was Hobart Brown Jr. in his Spider-Man outfit, which had far more of a punk vibe to it.

"It isn't safe, Ozzie. But don't worry…we'll fix it!" Hobart boasted as he got his guitar out.

Watching this was Anya Corazon, who walked through a portal a distance away. She wanted to see how well this Spider-Man could do.

Osborn turned to Brown and sneered, "You dare use the costume of that dead outlaw in my presence?"

Hobie shook his head, "This ain't his outfit, ."

"Looks close enough to it to me…" Osborn muttered as he pointed at the army, "Destroy those threats to this country!"

The VENOMs ran after the army and Hobart looked at a punk and commanded, "Turn the amps up."

The punk grinned and nodded, "We'll send 'im and his howlin' dogs screamin', boss."

Hobart began playing his guitar intensely and the noise began hurting the symbiotic monsters. But it only annoyed President Osborn, "What is this trashy music?!"

"It's called punk, jackass!" Spider-Punk proclaimed as he continued to shred, "And it's putting your monsters down!"

Osborn looked at the fallen VENOMs and growled, "I hate any person who uses the name Spider in red and blue. They're always a pain in my ass."

He shoved the podium away and just ran directly after the rowdy Spider. Hobart jumped down from the amp and readied his guitar, "Ready to get kicked in, ?"

"I've face Spider-Men who were better than you." Osborn said as he punched Hobart so hard he knocked him into the amplifier. Hobie got back up and coughed, "You've still got some punch for an old man, I'll admit…and yeah. Maybe Parker was a better Spider-Man than me, but unlike him I've got the numbers. Not to mention the balls to finish your ass."

Spider-Punk then snapped his fingers and gas canisters were thrown at Osborn. Spider-Punk the got out his match and tossed it at the gas covered Osborn. He lit up like a pile of napalm. He screamed, "FIRE WON'T HELP YOU HERE!"

Hobart simply responded by slamming the guitar at his face and then slamming it repeatedly when he felt over.

Osborn twitched and then stopped moving. Hobart spit on the corpse and said, "Good riddance."

Anya leapt down and Hobart was taken off guard, "Who the hell're you?!"

"I'm Spider-Girl…from another dimension." She explained as normally as she could.

Hobie looked her over and said, "Dang…sure got the body to match."

She began to blush and was about ready to also punch him in the face. Members of the Hobie's Spider-Army whistled and one even cheered, "GET 'ER IN THE SACK, HOBIE!"

She looked in the audience and asked, "WHO SAID THAT?! WELL…WHOEVER YOU ARE YOU BETTER SHUT YOUR MOUTH!"

Hobie gave an impressed smirk, "Spicy…not bad. So what brings you here, huh?"

"Well you see, there's a big multiversal bad guy. And he's trying to kill everyone with the name Spider in their name." Anya answered to her best ability.

"Sounds sick, count me in." he replied, "I'm ready to smash some heads in."

A portal then opened next to them and they stepped inside…


	6. 5: To the Future and Back

The year 2099 isn't the real future to Earth-616, but rather an alternate future in another universe. This universe is where Miguel O'Hara comes from…and where he returns.

He entered through a portal to see if any activity was going on. He saw nothing until he saw the familiar sight of Otto Octavius, the Superior Spider-Man.

He swung over to devious Doctor and inquired, "What do you think you're doing here, Otto?"

Otto turned to Miguel and sneered at his presence, "Miguel O'Hara. How…unexpected I must say. And it'd be quite foolish of me to just reveal that so soon, wouldn't it?"

"I see…I'll just have to claw it out of you." Miguel replied as he readied his claws.

Otto scoffed at that thread, "Oh please. You'll have no victory today."

He pressed a button on his wrist device and Miguel heard a screech. He looked around and when he looked back to Otto, he had vanished. Miguel stomped his foot but he was then tackled by Scorpion! But this was no ordinary Scorpion…at least not the one Miguel or Peter knew.

Miguel struggled beneath the green freak before shoving him off, "Scorpion? You look different…"

"I'm not just any Scorpion…" the orange-goggled clad monster claimed, "I'm one of you…I was anyway."

Miguel looked at the villain weirdly before deciding to just go back into battle against the freak. Scorpion grabbed him before he could even land an attack and threw him, "I've got Spider-Sense! Do yooooou?"

Miguel got back up and asked, "How do you have Spider-Sense?"

The Scorpion attempted to stab Miguel with the tail as he replied, "Questions, questions, but I'm seeing you lack your Spider-Sense…good, good. This will be easy."

Miguel heard stomping noises, and it was the all too familiar march of the Public-Eye. They were the anti-vigilante, pro-corporation law of the land. He tried to escape but Scorpion yanked him back in with his tail, "Don't run, you coward!"

"You idiot, that's the Public-Eye! They'll kill you!" Miguel pleaded as he tried to escape but it was too late. Men armed with high-grade weaponry and dressed in futuristic military fatigues had shown up, "HANDS IN THE AIR, FREAKS!"

Scorpion looked at them and formed a psychotic grin beneath his mask. He dropped Miguel and said, "You dare confront me?! I am Scorpion…I think? I might be? Am I?"

"Are you?" One of the guards asked as he raised his guns, "You sure look close…but not quite like the one we know."

Scorpion promptly stabbed the Public Eye member with the tip of his tail and swung the blunt end of it into the other Public Eye guards, "THEN YOU ARE USELESS!"

Miguel jumped onto Scorpion's shoulders and dug his claws through the villain's mask and into his head, "I'd appreciate it if you stopped rampaging! This place has enough issues without you stinkin' it up!"

Scorpion struggled to remove Miguel as he screamed, "GET OFF! GET OFF!"

"Not a shocking chance!" he replied as he removed Scorpion's mask and saw the face of 1610 Peter Parker. He couldn't believe it and needed to ask, "Okay, what's going on here?"

The Parker clone took Miguel off and threw him into one the electric shields of the fallen Public Eye, "I am a clone! I think? And I am here to replace the other Spider-Men! Only I am so rightful of the name!"

Miguel got zapped but recovered quickly, "Oof…anyway, why not just join us and make a name for yourself as Spider-Man?"

The clone hissed at such an idea and put back on his mask, "NEVER!"

"Then we'll do this the hard way—" Miguel almost finished saying before being swiped up by the Hobgoblin of the year 2099, "WELCOME HOME! I BROUGHT COMPANY!"

Flying behind them happened to be an entire swarm of multicolored Goblins. Miguel looked back and gasped, "Oh man, where'd you find these guys?"

"CLONES! JUST LIKE ME!" Hobby 2099 iterated as he threw the future Spider-Man into the horde. They began to circle him and one grabbed him. Then another one, and eventually the entire swarm had their filthy claws on him. Miguel tried to break free, but it was no use. Scorpion then looked up at the flying army and leapt up and began tearing them apart. He threw his claws into one, and his tail through three others. The remaining 3 outside of Hobgoblin flew away. Hobgoblin shook his head at the fleeing clones, "Cowards!"

Miguel went down until he shot a web up at Hobgoblin's foot, "Whew…that was too close."

Scorpion then leapt from a crashing Goblin and onto the web. He gave an insane glare at Miguel and was about ready to stab him too until Hobby tossed a bomb at him and he went flying back down, "I hate people who try to get free flights!"

Miguel sprang up from the web and kicked Hobby in the face and then landed on his back. Hobby looked at Spidey and growled, "Get off, will ya?!"

Miguel just used his claws to scratch into Hobby's wingpack and he then escaped by jumping onto a nearby building. Hobby went crashing down as he screamed, "This is far from over, Spider-Man! Far from over!"

Miguel then heard an explosion and decided that 2099 was fine…for now. So he left back to Earth-616…

But back at Earth-13, things were only getting worse. More drones based on Mysterio's visage marched around the now dystopic New York—I mean New Beck City. Another odd thing was that his fortress was now surrounded by flying demons and of course universal counterparts of the Vulture.

Mysterio sat in his throne, ever contented with his new conquest. He then decided to make an announcement so he stood up and a large hologram of himself appeared over the fortress. His voice could be heard all around New Beck City, "Hello citizens of my city, I have decided to announce that we are now introducing our armed forces program. What's that, you ask? Well someone must defend the homeland from whatever may come for us, and I don't wish to waste precious drones so…a majority of you all will be thrust into an army. You may not survive, but you will have died for your overlord, and isn't that a goal we can all agree is good? And if you say no, I assure you that you will not be drafted and will instead be thrown into the dungeon to never be seen again."

The people groaned but had little choice. Mysterio's iron grip over the city, and maybe even the world was too strong. Mysterio continued his message, "You will be handpicked by my handsome drones and dragged over here to either sign the papers or face the consequences."

One by one, various citizens were dragged over to Mysterio's large castle. And when they walked in, it was like a funhouse of horrors. Orcs, aliens, skeletons, and it was just a hodgepodge of any kind of movie stereotype walked the halls along with various dimensional counterparts of Spider-Man villains.

One woman was unfortunate enough to deny Mysterio's offer. She was dragged to the man himself and she even had the gall to spit at his feet. Mysterio took great offense to this, "How _dare_ you insult your glorious overlord this way!"

She looked up as his dome and sneered, "You're not our overlord! You're just a petty dictator!"

Mysterio calmly removed himself from his throne and had a Venom and Rhino drag in a man. The woman gasped when she saw the man in their grip, "My husband!"

Mysterio laughed, "Quite right, quite right. And if you wish him to remain alive you will pledge your allegiance to me. He already has."

She began to tear up and unwillingly agreed, "Fine…just leave him alone."

Mysterio folded his hands and went back up to his throne, "Excellent! Now take her away to sign those papers."

The drones obliged and dragged her out of the throne room. Mysterio flicked his fingers and her 'husband' vanished, "I never realized the true potential of illusions until I found myself stuck in Earth-1610. And with my newfound powers, anything and everything can be within my grasp."

Another drone walked up to him and said, "Construction on the Universal Merger has begun. Soon we shall be able to merge whatever universe we may please with this one."

Mysterio chortled with absolute delight, "Perfect! Soon I will rid this multiverse of every Spider-Man and rule it with an iron fist."

In the background, Rhino and Venom looked at each other. Venom began to wonder, "We think the boss is going insane…"

Rhino nodded in agreement, "No kiddin'. But I want those Spider-Creeps dead that it might be worth it!"

Venom thought and agreed, "You're right, maybe it'll be worth it…"

Now we take our attention to Earth-94, a world where most things managed to stay the same except…what if Ben Reilly had remained Spider-Man?

Silk was sent to this universe and she found herself in a city that looked exactly the same as the New York she began to relearn, "This is not quite what I was…expecting."

She had a good view considering she was wandering on top of a roof. Due to her inexperience and rather bit of unawareness she stumbled off of the roof, "Oh crud!"

She luckily shot up a web and managed to catch herself. This caught the attention of Ben Reilly, who was standing up on the roof when she crawled her way back up, "Well…this is a coincidence."

Ben looked at her and asked, "Another Spider? That's a woman? I'm either lucky or seeing things."

She shook her head, "You're not seeing things, I'm Silk! And uhhh…well I'm from another universe!"

Ben laughed at that, "Another universe? Oh wait, let me guess. There's a horde of interdimensional vampires out to kill us and we need to assemble an army."

Silk laughed right back, "That's stupid! I mean except the army part, that's true. Mysterio is the one out to kill us."

Ben couldn't believe that at all, "Mysterio? You mean THAT shmuck? He's trying to kill Spider-Men in other dimensions? That's even more stupid!"

"Stupid, but true!" Silk agreed, "Can you join us?"

Ben contemplated that and realized, "Hey there have been some weird anomalies going on here actually. Just the other day I saw two Beetles roaming around the city."

Just as he mentioned their name, a blast fired out and nearly hit Cindy, "That must be them!"

They both turned around and saw two Beetles give each other a fistbump, "That's right!" one of them said.

The other added, "Get ready to enter a world of pain."

"Does it really take two of you to become a decent threat?" Ben sarcastically asked.

Silk laughed at that, but the Beetles weren't too pleased by it, "Shut up!"

"Yeah!" the other agreed as he pointed his wrist blasters at the Spiders, "We'll show you how tough we can be! Beetle 1, get that girl! I'll get Reilly!"

The split up and took after the two of them. Beetle 1 snatched Silk and laughed, "Gotcha!"

She shot webs up at his goggles and said, "No! Got you!"

Beetle 1 let go and she almost hit the pavement if she didn't shoot out a web fast enough, "Okay…okay…did not think that through. But I'm okay."

Beetle 1 then flew over and shot the web down. She landed from a few feet onto the ground and yelped, "Ouch!"

She got back up and shot a web at Beetle 1 and then pulled him down to the ground. She stomped on his wings.

Back with Ben, he was web-swinging away from Beetle 2's bombs. Beetle 2 yelled, "Get back here!"

Ben landed on a lower rooftop and began shooting webs at Beetle 2. Beetle 2 avoided the fluid and continued jetting after the clone. Ben saw no choice but to go into the fight with his fists. He slung himself as Beetle 2's face and landed a direct hit. Beetle went flying towards the ground and Ben grabbed him before he had a chance to react. He snapped the villain's wings and webbed him to a pole, "Well that takes care of that."

He met back up with Silk who accidentally let Beetle 1 get away, "Did you let him get away?!"

Silk sorrowfully nodded, "I'm sorry."

"You're new at this, aren't you?" Ben had figured out.

She again nodded, "Yes, and I'm not quite…used to it."

"Well as long as you don't make it a habit, we'll be fine." Ben replied as he looked at the two defeated Beetles, "So...I guess I accept joining that Spider-Army thing."

Cindy smirked when he said that, "Wonderful! So when will we be departing?"

Ben motioned his hand to her, "You lead the way."

A portal opened and they departed but they were under watchful eye. They were watched by this universe's counterpart of Kaine, who unlike 616 Kaine, was still rather…mentally unwell.

"So…" he began to mumble to himself, "my dearest brother has joined an interdimensional Spider-Army…"

He got up from his kneeled position and paced around the roof, "I have found some odd occurrences happening around here…but why didn't they recruit me? Am I not good enough for them?!"

Then from another wormhole, the Superior Spider-Man walked out, "You're good enough for us, Kaine."

Kaine looked at Otto and asked, "You part of that army too?"

"No." Otto answered as he stepped over to Kaine.

Kaine looked at the villainous spider curiously, "Then what are you doing here?"

Otto smirked beneath his mask, "You may know me as Otto Octavius, and you killed me in the universe I come from but forgive and forget. I want to recruit you for my army that will no doubt destroy the opposing army."

Kaine turned away from Otto and considered the offer. He agreed, "Fine. I'll do it, but only to rid of my troublesome clone."

"So it's a deal?" Otto asked.

Kaine confirmed it, "It's a deal."


	7. 6: A Pirate's Life For Me

So…the Spider-Men had assembled an amassable army. They all met up in the underground sector of Parker Industries and discussed where they were going next. They all spread out to other universes to build an even stronger army, and one of these universes was a universe…of pirates.

Ol' Web-Beard the pirate was known across the seven seas for his scraggly white beard that looked like a cobbled up mess of webs. Back when he was a young lad, he was raised by his uncle and aunt. That changed when his aunt and uncle were slaughtered for hoarding a treasure chest that was originally owned by the Captain Kravinoff.

Web-Beard couldn't help but watch as his aunt and uncle were murdered and the treasure his swashbuckling deceased parents had been taken. Web-Beard searched the seven seas for both that very same treasure and to retrieve treasure back for other who had their stuff stolen by the …for a price, of course. He had to support his crew.

But to Captain Kravinoff piracy was a family trade. The original Captain Kravinoff was a Russian aristocrat who had grown bored of his fancy life and took to hunting in the African jungles, but he eventually grew bored of that too. Nothing satisfied him…until he took to murdering a captain of a pirate group off the shore of Africa. He took control of the crew and the rest became a legend. The next in line to lead was Captain Sergei, or as he prefers to go by, the fearsome Kraven.

Hunting the seven seas for treasure and to feel the rush of murdering fellow marauders was a Kravinoff tradition by now and one that he took much pleasure in. It was he who killed Peter's elderly aunt and uncle those years ago when he was just a mere teenager.

Web-Beard knew that he was now going to take on the fearsome Kraven in a duel to the death. He finally located where Kraven's pirate ship was dormant. So he took to finding his way there to finish off what the old pirate had started.

His ship sailed across the sea searching for the insane pirate captain's ship. One of Web-Beard's crew peaked around with a spyglass and he spotted something in the horizon, "I got something, captain!"

Web-Bear marched over with his one peg leg and he snagged the spyglass, "Hand that over, m'hearty! It could be Captain Kraven's ship!"

He took a look, and the symbol on the flag was indeed the logo of the Kravinoff Crew. He threw the spyglass and pointed at the ship, "AVAST! WE'VE FOUND THE ENEMY!"

Across the water, Kraven noticed the approaching ship. He thrusted his hookhand at it and yelled, "Arrrrgh, we've got an approaching vessel! Stay sharp!"

His crew flooded the deck and the canons popped out of the sides of the large ship. Web-Beard noticed the cannons and yelled to his crew, "PREPARE YER CANNONS! HE'S GOIN' ALL OUT!"

The ships finally approached each other and began firing their cannons. Web-Beard continued his barrage of firing until he swung over to Kraven's ship using a rope.

He slowly walked over to Kraven and pointed his sword at the salty seadog, "Yharrgh, so it comes to this. I'll finish what yer family started years ago!"

Kraven pointed his sword as the wispy-bearded pirate and growled, "I've got me a secret weapon! Yar! Yer crew don't stand a chance!"

Web-Beard stared at the old pirate and asked, "And what be that?"

"Behold!" Kraven exclaimed as he pointed his sword to a door, "Me greatest ally!"

Out from the door walked a metallic flaming monster. It was…Molten Man! Each step he took left burn marks on the wooden planks that made up the ship's floor. Web-Beard looked at the walking, flaming monster and he tried to stab it, but his swords melted on contact. He ran back to his hip and said, "ALL ME CREW BE READY! START FIRIN'!"

Kraven turned to his crew and commanded the same thing. The crew of each pirate began to swing onto each other's decks and began sword fighting, or just general gun fighting with their flintlocks. Molten Man stomped over to one of Web-Beard's crew and grabbed him by the neck.

The pirate struggled and eventually got out of the metal grasp but his neck was scorching hot. Other pirates looked at the flaming monster and were about ready to abandon ship. They were no match for the supposed "secret weapon."

But luckily for the opposing crew, a fellow Spider-Man had shown up just in time. It was Supaidaman! He dropped down from a wormhole and saw the pirates of Web-Beard's crew retreating, "Pirates?! This is most bizarre!"

Web-Beard waddled over to the strangely dressed foreign man and asked, "Yarrrr, who be you?"

"I am the protector of great justice Spider-Man!" The ever so overdramatic hero answered, "And who might you be?"

"I be Web-Beard the pirate! The only hero on these here Seven Seas!" the captain replied with much enthusiasm, "Now why are ye here?"

Supaidaman answered, "I am from another dimension! I am here to prove the justice of our culture! Now telling by your red and blue pirate gear and the name you must be the Spider-Man of this dimension. I must request your he—"

The pirate interrupted the Japanese purveyor of justice, "Yehargh, maybe later. I'm battling me arch-foe who killed me aunt and uncle years ago!"

Supaidaman thought, "I too lost a family to foes of villainy…I must let this one get his revenge just as I did!" He then said, "Yes of course! Do you need help?"

The scraggly pirate nodded, "Why yes! Me foe has a man on fire helpin' him, and we can't take 'im down!"

Supaidaman looked at Molten Man and formed an idea, "A man on fire you say? Then we shall drench this man into the ocean!"

Web-Beard smiled at that idea, "That be brilliant! But wait…how are we gonna do that?"

Supaidaman thought for a bit but then he realized the ship's cannons, "Aim at him with your cannons! Give him all you have got and do not relent in the name of justice!"

Web-Beard then commanded his crew to go below the deck and take fire at Molten Man. They obliged and went below. Molten Man looked around at the now empty deck and growled. He looked over at Web-Beard's ship and began to approach it.

Captain Kraven laughed, "Yes! Get them on their own ship! Burn it down!"

Molten Man made his way towards Web-Beard's shop but was met with cannon fire. The cannonballs hit him and melted into his molten skin. Each one pushed him back until the final one hit and he was shoved into the ocean water.

The Web-Beard's crew began to rejoice until another wormhole opened and a man dressed in black and riding a motorcycle rode out. He landed on Kraven's deck and stopped. Kraven looked at the motorcycle and said, "Yehargh! A metallic horse! It be a sign of the apocalypse."

Supaidaman pointed at his motorcycle riding rival and said, "No! It is much worse! It's my rival, Venom!"

And it was indeed Earth-51778's Venom. He looked at Supaidaman and sneered, "Well, well, well…I haven't seen you since you escaped our dimension Takuya."

Supaidaman crossed his arms and sneered right back, "Go home, Venom! This is no place for you! We must save the multiverse and then we can settle our rivalry when it's over."

Venom chortled and crossed his arms as well, "Never! You cannot run from what is greater than you, Spider-Man! I will finish this and prove to you that I am better than you. There is nothing you can do to stop me either! Hahahahahaha!"

Web-Beard asked, "Be this a problem?"

"He is no problem to me! Go and finish your revenge! I can handle…Venom." Supaidaman replied as he got ready for a fight. Web-Beard and his crew charged towards Kraven and his crew. The sound of swords clashing and flintlocks being shot filled the air.

Venom and Supaidaman instead decided hand to hand was the best way to fight. They traded punches and kicks for a good while until Supaidaman webyanked the villain and spun him onto the opposing ship. Venom knocked into his motorcycle and yelled, "Noooooo! You've damaged my bike! I must have it repaired…we shall meet again, Spider-Man! And when we do, I will make sure that it will be the last time that we will meet!"

Supaidaman brushed himself off and mocked Venom, "Now it's you who's running from me!"

Venom growled and rode back into another wormhole. Web-Beard and Kraven were caught in a sword duel. Their swords clashed and Web-Beard yelled, "You will pay fer killin' me aunt n' uncle! I will have me treasure where it rightfully belongs."

Kraven laughed, "Never ever, Web-Beard! I will make me escape now!"

Web-Beard pulled out his flintlock and took aim at Kraven's head, "No. It's over now." He then fired and watched as the captain fell to the ground. He was clearly dead.

Web-Beard then commanded his crew, "Take out the rest of his crew or bring 'im into ours! Then try to find that treasure!"

Supaidaman walked over to Web-Beard and asked, "Look, there's somebody out there trying to kill all of us associated with spiders, or webs in this multiverse. You could help us try to stop the threat that is trying to kill us all!"

Web-Beard nodded, "You have me and my crew."

A wormhole opened and Supaidaman said, "Then come with me."

Web-Beard first commanded before leaving, "Find me treasure! And me second is now in command while I'm gone!"

They both walked into the wormhole…

Back in Earth-13, Mysterio was still trying to merge 616 with this world. He had the smartest villains calculating how to do it and reporting to him was Doctor Octopus.

"Well the results have come in, and it'd take just too much manpower to manage." Ock explained, "Merging a dimension takes a lot of time and effort with mere technology."

Mysterio turned to the stout scientist and discarded his opinion, "Oh please. I have more than just mere technology! I have cosmic powers beyond such nonsense! Start the merging!"

"It'd be inadvisable and would take a long time! I can't condone i—" Otto was trying to say before Mysterio shut him up, "You're Doctor Octopus! Act like it!"

"You forced me into this. I learned what it was like being a hero when I gave Spider-Man his body back." Ock replied as he tried to stop Beck, but Mysterio just pushed him away and he was surrounded by even more Mysterios, "Silence! You have no power over me! You were my boss for the Sinister Six, but now I am the boss! Remember it!"

Otto got back up and nodded, "Of course…I'm sorry, Mysterio. We'll start the merging even if it'll take days if not weeks."

Mysterio folded his hands, "We have the time in the multiverse my dear doctor. No Spiders would dare confront me when I'm this powerful."

The machine turned on and a small rift appeared. It was just a small crack, and was hardly noticeable. Otto pointed to the tiny rift and said, "When this thing opens wide enough, then this dimension will merge with 616 just as you asked."

Mysterio looked at the rift curiously, "And what might if this were to shut?"

"Then 616 will be cut from this dimension entirely perhaps. Maybe it would result in a total multiversal explosion that will instead kill us all. Or maybe nothing? It's unpredictable is what it is, and I wouldn't advise shutting it under any circumstances." Otto explained. Mysterio asked another question, "What happens if a person is shoved inside?"

"They will either be transported to Earth-616 or will have each and every single one of the molecules torn up throughout the spacetime continuum and then they'll reform…who knows where? Again, it's not advisable." Otto explained.

Mysterio then got a devious idea, "Perhaps I can shove Spider-Man in there and end this charade and move on with the rest of my life."

Back in Earth-616, the effects of Mysterio's rampage were felt. Peter was about to head into another universe himself until he was suddenly in Madame Webb's domain once again.

"Oh great…" he thought to himself, "now what?"

Madame Web appeared in front of him and said, "Mysterio's power is growing stronger, you and your army must hurry."

Spider-Man shook his head, "I'm trying, but it seems like wherever I go not only are Mysterio's men waiting, so are Otto's men! It takes time!"

A window appeared and Madame Web waved her hand at it, "Look through this window through time. A crack has appeared and is slowly opening."

Peter had to ask, "What does that mean?"

Madame Web looked at him and replied, "Need I spoonfeed you like a child? It means Mysterio is merging the universe in which he has power with this one. Perhaps by then his power would have grown. The Uni-Power is the power that stretches all around the universe…and if his universe grew? Then his power may grow stronger…but this may help us as well."

"What do you mean?" Peter inquired.

"There is a Uni-Power here in this universe. If you can use that against Mysterio, you'll both be equal in power!" Madame Web explained, "Maybe then you will be able to finish Mysterio before he merges all the universes and conquers them."

"Why can't the Avengers or Doctor Strange handle this? I'm used to stopping bank robberies, not multiversal threats!" Peter wondered as he prepared for this mission.

The window vanished and Web explained, "Because only you know how to defeat Mysterio. He is your foe…but do not worry. They will get involved as well soon. But for now, this is your fight."

Peter sighed and accepted that answer, "Oh alright. If you don't mind, I have to get going Earth-982."

Madame Web smirked when he mentioned that dimension, "Ahhh…there will be a surprise and possible future waiting for you there. Have fun…"

Peter then appeared back in his lab and he scratched his head, "Sheesh, can't a guy get a moment of peace?"

Meanwhile, the Superior Spider-Man was having problems of his own. He marched around his makeshift lab beneath his destroyed Parker Industries building, "How do I destroy Spider-Man? His army is expanding much faster than man! It's impossible!"

Earth-51778's Venom rode in through a wormhole and said, "We don't need numbers!"

Otto looked at Venom and sighed, "And what do you suggest, Edowādo?"

Edowado suggested, "We go to them while they fend off their dimensional threat. We sneak in and take their victory from under them. We will be the true victors and we shall receive the praise. They'll be our defense as we go in on the offense. They'll never know they led us to victory."

Otto actually liked that idea, "That's not a bad idea. I might even say its genius. Not as much as myself, but still…"

Venom's helmet formed a crude grin, "Excellent, Takuya will not only be proven my inferior strength-wise, but also intellectually. My suit and I are pleased with this outcome."

They both laughed after their discussion and began to prepare…


	8. 7: A Family United

Though it had been taking a long time, Mysterio was anxious for that slit in time and space to finally consume Earth-616.

To keep himself from getting bored he began construction on a large Mysterio statue on the island where the Statue of Liberty once was. Its arms were raised high into the sky and went into the clouds. It was a grim reminder to every citizen of their new dictator's total control.

Mysterio himself was elsewhere in his ever changing fortress. He and many other Mysterios were sitting in large round room with seats and in the middle of the room was a throne for 616 Mysterio to sit at above his peers, "We are gathered here today to discuss our alliance. We are all Mysterio, so I am sure we can come to an easy verdict."

A gloved yellow hand arose in the crowd and the Mysterio raising it asked, "Where's a Klum Mysterio?"

616 Beck laughed, "No Klums allowed!"

The rest of the Mysterios joined in and the boisterous laughter with some saying things like, "Good one!" or, "Brilliant!"

616 then demanded silence and continued, "Anyway…of course we are going to merge my dimension with this one first of all, but after that we'll need another. Any suggestions?"

One chimed out, "That Noir Spider-Man's universe is primitive compared to us! He should be next!"

Another disagreed with that, "It's primitive, but we need a stronger force! 2099 is perfect! Their advanced technology will give us unlimited power against the more primitive people."

As this argument went on, Peter Parker of Earth 616 travelled to Earth-982, a world that surprisingly seemed similar to 616.

He scoped the area and thought, "Now what's going on here? This looks the same as home. Where's the bizarre differences like—"

Before he could react, he was tackled onto the ground and when he was he noted one peculiar thing, "How come my Spider-Sense didn't go off?"

When he looked back up, he saw a young looking woman wearing Ben Reilly's outfit. She asked him, "What do you think you're doing impersonating Spider-Man?"

Peter rubbed his head and got back up, "I'm not impersonating Spider-Man, I am him."

"Don't lie to me, I'd know Spider-Man when I see him and he's out of business right now." She replied as she looked at the supposed imposter closely.

"Look, you're not gonna believe me, but…" Peter began, "I'm Spider-Man but from another dimension that needs your help."

"I don't believe you." Spider-Girl scoffed.

Peter sighed and hanged his head, "Of course you don't."

She paced around the rooftop they were on and came up with an idea, "If you're Spider-Man, then tell me his identity. Only he'd or someone close to him would know."

"Peter Parker." Spidey simply replied as his gaze turned to her. He was more serious than usual.

She gasped, "No way…it is you."

"Yeah, and I'd like to know what's going on here." Peter grumbled.

Spider-Girl leapt into the air and took off swinging, "Follow me if you want answers!"

Peter shrugged and said, "Well…I got nothing to lose." He swung after her and they arrived at a humble little house. Spider-Girl opened the door and led him inside, "Make yourself at home, it is yours after all."

Peter wondered what she meant by that but he saw what she meant when he saw who was sitting on the couch, "Well…this is awkward."

The older Peter glanced at his younger self and asked, "So another person is impersonating Spider-Man again? Some people never learn…"

May shook her head, "Uhhh no, dad. This seems to be you."

MC2 Peter couldn't believe that, "What?"

"Wait did she call you dad?!" Spidey asked as he looked towards her.

The middle aged former hero got up from the couch and walked towards his younger counterpart with a slight limp, "Take off your mask."

Spidey obliged and removed his mask. He shocked the whole household and they could all see it was a younger Peter. The old Parker couldn't believe it, but it was true. He inspected the younger Spider-Man and muttered, "I haven't looked that limber in years."

Spidey asked, "Why not?"

"When you lose a leg, it's hard to be as agile as you once were." MC2 Peter explained as he lifted his pant leg up, revealing a prosthetic leg, "So I had to quit being Spider-Man…it doesn't help I had May around the same time so I definitely had to quit."

616 Peter didn't know how to take all of this, even worse was when the older Peter's wife walked in and it was none other than Mary Jane. She was just as shocked to see him as he was to see her, "What the-?!" she exclaimed as she backed away.

May looked at her mother and said, "He's from another dimension."

The older Peter gave a sigh of relief, "Thank goodness. If this was some time travel business I would've had a heart attack."

MJ quite understand it but she looked at the young man and smiled, "Oh Peter you were so stunning back then…you still are actually."

The older Peter kissed his wife and replied, "You bet I am."

The younger Peter couldn't understand this, he and MJ seemed like they were through…for real this time. Then again every time they went their separate ways it seemed like the last time they were and it never stuck, "Well…uhhhhh…"

May looked at her father and then to 616 Peter, "I can see a resemblance. So…care to tell us why you came here?"

"Of course, of course." Peter remembered, "Well I'm here because there's a threat out there to both me, your daughter, and you yourself, Mr. Parker. A threat that stretches beyond each and every dimension, this threat is and bear with me here, Mysterio."

The older Parker laughed at such a thing, "Mysterio?! You mean that rejected theater kook?! What's he doing that could possibly warrant something like this?"

MJ giggled along with her husband, "I remember him. I don't think he's a threat to us. He retired years ago."

"No, no my Mysterio, the one from my universe!" Peter exclaimed.

May looked at her laughing parents and asked, "Who's Mysterio?"

The older Peter explained, "He's just an old foe of mine. He was formidable sometimes, but most of the time he got his due with little issue."

He then turned his attention to 616 Spider-Man, "What universe do you come from, anyway? One where Mysterio actually poses a real threat? If so, then that might explain it."

Spidey pretty much took this time to explain the events of when he and Miles had to stop him and then the events that led to this moment.

The old Parker couldn't quite understand but he knew his younger self was completely serious, "Alright, alright I believe ya. I can't believe Mysterio actually managed to do any of that, nor can I believe he'd be insane enough but I believe ya. May's too young to do something like this, I'll go."

MJ and May both turned to him and they both said, "You're too old to go!"

The old Peter got up and replied, "I may be old, but I ain't incapable."

May stepped in front of him and shook her head, "Well I may be young, but I'm not incapable either. You were doing stuff like this too at this age, I'm sure."

MC2 Parker looked her in the eyes and she looked at him back. He at back down and begrudgingly agreed, "Fine. You've proven yourself capable before, so I can trust you. If it were anybody else but a younger me keeping an eye on you, I wouldn't let you go…but I can trust me."

Spidey put back on his mask and nodded, "You can count on me, me."

"That's the confidence I like to hear." The former hero approved with a grin on his face. As Peter was about ready to leave, there was a knock at the door. MC2 Peter told his younger self and May to hide so their identities wouldn't be exposed. Peter hobbled over to the door and opened it. Standing there was a man in a trenchcoat and fedora. Peter didn't recognize him at first but then…it came back to him.

"Octavius!" he yelled as he signaled for MJ to take young Benjy and hide. Otto removed the coat and hat with a wicked grin, "That's right, Parker! And it looks like age caught up with you!"

Otto's tentacle snatched the old man up and was about to toss him aside until Spider-Girl came in and knocked him on his keister, "Hands off the old man, creep!"

Spider-Man was about to join into the fray until he was grabbed by a clawed hand and tossed into the television. It was…another Otto! This time, the Superior Spider-Man. He laughed and said, "So it comes to this, your final moment is here."

Doctor Octopus looked at the red and black clad Spider-Man and mistook him as an ally. He shoved Mayday off and wrapped one of his tentacles around Superior. Otto laughed until Superior's spider-legs popped out, thus breaking him free. Otto said, "I must commend your extra arms, but yet I must also ask you to cease and desist! They're trademarked, you know!"

Superior charged towards his villainous counterpart as he said, "Good thing we're one and the same then!"

The older Peter recovered and asked, "Who's that?!" when he saw the Superior Spider-Man.

The younger Peter explained, "That's Otto Octavius too, but in my body!"

Their mechanicals arms got all wrapped together and it seemed like Superior was at an advantage until Otto tossed a vase with a flower in it at Superior's face.

May went back into battle and tried to get to Octavius, but he grabbed her by the leg and slammed her into the ground. Spidey went back in as well and shot webs at Otto's legs, causing him to trip over.

Superior was on the ground until his four legs picked him back up and he tossed out Spider-Bots that began to crowd his three opponents, "Hahahah! Enjoy being swarmed by the very thing you represent, Spiders! And…Doctor Octopus."

The spiders began to crawl all over May, Peter, and Otto. They began sinking pincers into their skin and it was pure insanity in the Parker Household. The older Parker looked at a picture that Otto knocked into and picked it up, "I hope our insurance covers this."

It seemed with every Spider-Bot that was smashed, two more took their place. Otto eventually escaped the swarm and went right to the source of it, the Superior Spider-Man.

His tentacles latched onto Superior's spider legs and tore them off his back. After that, one of his tentacles went right into Superior's face and it slammed him straight through the wall, "Only Doctor Octopus may triumph here!"

Back with Peter and May they were still smashing the hoard of Spider-Bots that inhibited them. May looked at them and asked, "How're we gonna get rid of all these things, pops—I mean Pete?"

Peter replied with a shrug, "I'm just wondering how he carries this many with him!"

Eventually they saw where they were coming from and it was a tiny portal that was generating them. May web-yanked the portal generator over to Peter and he smashed it.

Back with Otto and the Superior Spider-Man, they were still fighting each other and it seemed like Otto had the upperhand in the battle. Superior began to negotiate with him, "Wait! Are you really working under Mysterio, the person who used to work under you in the Sinister Six?"

Otto stopped to think about that, but that's when Superior tripped him up with webs and took hold of his tentacles, "Hah! I'm even the best Doctor Octopus there is!"

Otto gave Superior a strange look, "You're not a Doctor Octopus!"

Superior Spider-Man smugly looked back at him, "Of course I am, I'm Doctor Octopus in Spider-Man's body! A combo that neither can stop!'

Peter and May walked out of the room looking worse for wear and Peter asked, "Oh yeah?"

May finished that remark by saying, "How about a combo that consists of Spider-Man and Spider-Girl?"

Superior laughed such nonsense off, "Hah! Try me!"

May shot a web out at Superior's feet and he dodged it, "Hah! I tried that on Octopus here did you really think that'd work?"

As Superior was still in the air, Peter shot a web ball that knocked him over, "I knew that distraction would work. No matter which Otto it is, they both like to brag."

Superior got back up and sneered, "Gloat now, for the day is yours! But this war is far from over!" A portal then opened up that he escaped into. Ock got back up and sneered at them as well, "Gloat now, for the day is yours! But this war is far from over!" He too then escaped into a portal that showed up around that time.

Peter was dumbfounded at that, "Déjà vu…"

May felt similar, "I'll say."

Peter pressed a button on his belt and another portal was projected from it, "Alright, let's go."

May stepped into the portal and he followed. It then shut, leaving a broken house behind. The older Parker told MJ it was okay to come down and they looked at the mess, "Oh man…I really hope our insurance covers this."

As that recruitment went on, another one went on in Earth-803. This one was being done by a newer recruit, but one that Peter had contact with in the past. That person's name was also Peter Parker, but he was known better by Spider-Man Noir.

His sneaking skills were perfect for this recruitment as he needed to sneak through a ball being held by a Lord Osbourne, but this would be no ordinary ball. It would be one that another May would be at. But this girl's name wasn't May Parker instead it was May Reilly.

Noir snuck around the facility, but found that his attire could actually work for this kind of party and time. The environment was almost like the 19th century but the technology surpassed it. It was very steampunk. He removed his mask walked around. He got very little looks due to this subtle disguise, "Keep it together, Parker. Keep it together. Nobody seems to suspect a thing here."

He noticed a suspicious face however and he walked over to this man and began to talk to him in the guise of casual conversation, "You don't look too dressed for occasion."

And indeed the man didn't. He looked like an average man of the time with a vest and suspenders. No fancy suit or anything of the matter. He wasn't even cleanly shaved as he had blonde muttonchops and an unkempt stubble. He replied, "Neither do you, bub. Whaddaya want?"

"I'm looking for a May Reilly, do you know where she is?" Noir asked this as he scoped the ball. The man shook his head, "Fraid not, fella. Now beat it, I'm busy."

Noir stepped away from the rather grouchy man and continued to search the party for Reilly. He eventually bumped into another man in a top hat and a rather extravagant suit with a large collar, "Oh, I'm sorry."

Noir shook his head, "No, I should be sorry. Look, do you know where a May Reilly is?"

The eccentric looking man nodded, "Of course, she's over there! Do you happen to be her escort?"

Noir rolled with it, "Yeah, you could say that."

The man chuckled, "Delightful. Have a good time you two."

Noir paced over to May and looked at her. She was in a rather long black and red dress and her hair too was long and black but it was bunched up in a beehive-like fashion. She turned over to him and said, "Oh hello there, who might you be?"

Noir introduced himself, "I'm Peter Parker. We need to talk."

"You're just going to take a lady without at least dancing with her?" she asked curiously. Noir confirmed that plainly, "It's a bit important."

Before their conversation could continue, the lights went out as laughing could be heard. When they came back on, standing in the room was a monster with a top hat and a coat with very long coattails. He also carried a cane. Along with those features were the white spider symbol and eyes that made it very obvious who this was, it was Venom!

Noir and Reilly glanced at the monster and they both went out of view. Venom began wreaking havoc on the party. He tore the dressed off of women, he knocked men onto the ground, and he even began swinging from the chandelier, "Sorry to soil your party, Lord Osbourne! Bahahahahahahaha!"

That eccentric man from earlier stared the monster in the eyes, "Enough of this! Stop ruining the ball!"

Venom laughed even more as he leapt from the chandelier to the stairway's rail. He slid down the rail and was directly next to Osbourne, "Never ever! This party's being run the Mr. Venom way!"

A web hit Venom in the face and then another one from behind. A female voice said, "Not while Lady Spider stands in your way!"

A male voice proclaimed, "Not as Spider-Man has any say in it, freak!"

It was both Spider-Man Noir and Lady Spider. Mr. Venom looked at them both and said, "I knew I'd get two Spiders for the price of one, so that's why I got me a partner!"

All the steam coming out from various machines began to transform back into water. The water eventually took the shape of a human and it was Hydro-Man! Hydro-Man laughed, "That's right…and with this steam, I control the power here!"

The two Spiders looked at each other. Lady Spider asked, "Shall we?"

Noir smirked, "You can take Venom over that. Hydro-Man's all mine."

Lord Osbourne looked at the fight that was about to break out and screamed, "Stop! Stop! Take this outside or something! My clothes are getting wet, everybody's running! This is my ball!"

Venom knocked Osborn over with his cane and laughed, "That'll learn ya!"

Lady Spider used her mechanical hind legs to quickly make her way to Venom. She then jumped up and landed on him. She began beating him down until Venom lifted her off and tossed her into the water covered ground. She got back up and shot webs in Venom's eyes. He removed it and looked around. He snarled when he had seen she had gone. He looked around and saw her. She swung into him and knocked him down.

Noir however wasn't having as easy of a time. He was trying to find Hydro-Man but each time he found the villain, he went into the water covered floor and vanished. Eventually a liquid hand rose from the water and snatched Noir straight from the ground, "Okay…this is not the right approach, I need to outsmart this guy."

Noir broke out of the hydro-hand and ran up the stairs, where it was pretty dry. Bench formed back into a human shape and ran after him. Noir fired a gun to lure Hydroman into the bathroom of all places. Hydroman ran into the bathroom and looked around, "Where are ya, Spider-Man?!"

Noir was hiding at the side of the toilet, waiting for Hydroman. Hydroman accidentally stepped into the toilet and said, "Aww gross!"

He then noticed Noir and exclaimed, "I'm gonna kill ya—"

He was then interrupted as Noir flushed the toilet and sent Morrie right into the sewer, "A bit of a crude idea, but it worked." Noir went back into the ballroom and saw Lady Spider was still fighting Venom.

She was pushing him back with his own cane and she even shoved his top hat off. Venom wasn't budging and he eventually shoved her away and grabbed his cane. Spider Lady tripped him up as he was getting his cane and he fell over. Eventually his face began to morph from the Venomous visage to that of the unkempt man Noir saw earlier. Spider-Lady shook her head, "It's such a shame that Doctor Brock has been reduced to this…a journalist who can't even keep his facts straight, and now this?"

Noir walked over to her and said, "So…I have a proposition for you."

She gave her all of his attention, "Alright then, stranger. Go on."

"Alright, May." Noir began, "There's apparently this big threat that's trying to kill every person with Spider in their name, and I need your help."

She agreed to help, "It would be an honor, and I must say Mr. Parker that was much better than a dance."

"How'd you guess who I was?" He asked in a very unamused tone.

"Your outfit looks that same but with a mask." She answered. A portal then opened and Noir said, "Well that's our ride out of here." They stepped inside and went straight to Parker Industries.

Left alone in the room was Lord Osbourne, whose clothes were soaking wet and his ball was ruined. He looked at Doctor Brock and kicked his fallen body, "It was a good idea to fire you! The ball is ruined…I'll be the laughingstock of the town! What am I to do?!"

He looked in Doctor Brock's pocket and found a serum that was green and in a test tube. It was labeled as a prototype of what Brock used to turn into this hideous beast. Osbourne feared the city's rejection and he chugged the serum down. There were little physical changes except for the fact that he grew hideous claws, but the mental changes were vast. He fell onto his hands and knees and screamed. He got back up and laughed.

When he looked behind himself he saw a man in what appeared to be a diver's helmet with a green robe with purple highlights. It was this universe's Mysterio, "You may feel dejected now, my friend but we'll help you get to who ruined your party."

Osbourne agreed, "Yes, yes! Destroy Lady Spider and her friend!"

A wormhole opened and Mysterio led him inside…


	9. 8: Back to Where it All Began

Another day had passed and it was another day of waiting for 616 to be consumed into Earth-18. Mysterio was getting anxious but he knew he had to wait. The more he waited, the more his mind began to degrade. Not that he was mentally stable in the first place, but prolonged staying in alternate dimensions has been proven dangerous for those who had already not been well in the mind.

Alas, this also meant that the villains he brought with him could also succumb to this but for now he has managed to keep them, as well as himself, calm and collected. He sat alone in his throne room, waiting when the perfect moment would come. But it was not he alone who waited for his chance to destroy Spider-Man.

This was the calm before the storm for Octavius as well. He could feel it, he could feel that soon…Spider-Man and his army would have to face both him and Mysterio. He paced around his underground lair beneath the chaos of the Goblin controlled streets. He had to know how he will pull it off, but how? His army was puny compared to Parker's growing ranks and especially Mysterio's Sinister Six Thousand.

It wasn't over yet, though. Even if it seemed like they were nearing the end. But it was coming closer and closer…but not even Spider-Man himself knew it.

That was until Madame Web appeared once more to Parker as he slept that night and warned him, "It's happening, Spider-Man…I can feel it in my old bones."

Spidey asked, "Wait…what's happening?"

"Mysterio's plan is unfolding. The rift is finally beginning to suck 616 into 13 slowly…but it will pick up speed!" Madame Web proclaimed, "Tomorrow is the day you and your allies must finally put an end to this plan…before Mysterio can destroy us all."

"Wait, I still need recruits! I can't stop him now!" Peter said with doubt clouding his mind.

Madame Web shook her head, "You only have time to recruit only a few more Spiders and that's it. After this, it's focusing on Mysterio's plans."

Peter thought about that for a second and agreed, "Fine. A few more and that's that. Gotcha."

Madame Web then vanished from Peter's mind and he woke up at 4 in the morning. He rubbed his eyes and looked at the phone, "Might as well give Jess a call, then."

He dialed her number and waited. Jess heard the phone ringing and opened her eyes. She groggily got out of bed still covering herself up in her blanket and picked up the loud, ringing phone. She then answered, "Hello?"

"Hey Jess, it's Spidey." Peter replied with slight nervousness.

"Spider-Man…?" She asked with a muffled groan, "Could you have picked a better time for this? It's four in the morning. And if this is for some kinda date then you can count me out, I don't like guys who call during the middle of a lady's beauty sleep."

Peter chuckled, "Well it's more than that, as it turns out—Wait I didn't call for date."

"It's a joke, take it lightly. Now what do you want?" she asked once more, this time with a little more irritation in her voice.

Peter began again, "Oh. Well okay, if you must know it's about an impending doom on everyone with the word Spider in their name is all."

Jessica got interested at that point, "Alright, I'm listening."

"It's Mysterio." Peter explained, "It sounds silly but he's got the powers of a god and is heading for our world."

Jess tried to not laugh and she didn't…barely, "Mysterio? You're pulling my leg, aren't you Spidey? It's not very nice to prank someone at 4 in the morning may I remind you."

Peter's tone went from joking to stern, "I'm serious."

Jess' smile faded and she went from disbelieving that idea to believing, "Okay, how'd Mysterio get the powers of a god?"

"It's a long story." Peter sighed, "I'll tell you when you get here. Come down to Parker Industries and put your costume on."

"Fine, fine…just let me get breakfast first. It is gonna be a pain putting that outfit on this early." She groggily replied before hanging up. Peter heard the other end go off and said, "And she doesn't even have the common decency to hang up."

About an hour or so later, two more Spiders were sent out for recruiting. One of them was Hobie Brown Jr. or Spider-Punk as he is more known as. He swung into the dimension not knowing what to expect. Would he be fighting zombies…or maybe he'd be fending off hordes of Spider-Mutants!

He arrived at the city expecting something cool but instead he just got an average New York City, "Well…this is expectantly lame."

He looked across the city and said, "Well there's got to be something of interest here. Not sure why they sent me of all people but it'll do…"

He swung around for a bit until he ran into the Spider-Woman of 1610…or should I say swung into her. They both knocked right into each other and slammed onto the top of a building. Jessica got back up and said, "Miles, what the heck're you wearing?"

"Miles? Who the hell is Miles?" Hobie asked as he got back up again, "I'm Hobie Brown, baby."

Spider-Woman face palmed immediately, "Oh god another one? How many people think they can steal my—Peter's identity."

"It isn't like that, though." Spider-Punk explained, "I'm from another dimension. I'm supposed to warn you of some impending doom that's coming soon."

Jess gave the punk oriented Spider-Man a look of disbelief, "Sure, sure and what's this about exactly?"

"It's about Mysterio…also known as the guy who escaped recently from here, isn't that right?" Hobart replied with a smug grin.

"Lucky guess." Jess answered with sarcasm, "Alright, alright if this is so important why warn us specifically?"

Hobart took the guitar from his back and began strumming it, "Because he's coming after every person with the word spider in their name and judging by your costume, that'd include you."

"I'll give Miles a call, then." She whipped out her cell phone and called Miles…

 _And now a word from our sponsors…_

 **Spider-Man and Kaine in "A Sandy Retreat"**

It was an average day for Spider-Man until he saw trouble at the construction site!

Our hero wonder just what could that be…and it was the Sandman! He was taking the construction site hostage and fighting him was…another Spider-Man in red and black! Spider-Man swung over to the construction site and saw this somewhat edgy looking Spider-Man trapped in sand.

This Spider-Man was saying words that weren't exactly approvable under most Spider-Men standards. Spidey asked this edgy Spider what his name was, "Whoa calm down there, fella. You got a name?"

The struggling spider answered, "Kaine! I'm Kaine! I'm here to tell you something but first…do you think you could get me outta here?!"

"Calm down stranger" Spider-Man replied as he reached into his pocket, "Maybe a Hostess™ Fruit Pie will calm your nerves in this stressful situation."

Kaine smacked the pie out of his hands and said, "What the hell're you doing?"

"Solving the problem!" Spidey replied ever so smugly. Sandman turned his attention away from harassing the construction workers and to the fruit pies, "Hey are those Hostess™ Fruit Pies?"

"They sure are, and you can get your hands on some if you leave these guys alone." Spidey replied with a smile.

Sandman just had to ask, "Is it true that these are filled with real fruit and delicious frosting you cannot find on any other kind of brand other than Hostess™?"

Spidey gave a thumbs up, "You betcha."

Sandman relented and turned back into a human form. He grabbed one of the pies but was then sucked into a vacuum by one of the workers, "I didn't even get my pie!"

"Crime doesn't pay, Sandman…not even in delicious Hostess™ Fruit Pies you can find in your local grocery store right now." Spidey iterated as he learned on the vacuum.

"Aww you may've beaten me now" Sandman replied, "But as soon as I break out jail again I'm heading straight for the grocery store! I might not even steal them! They're a steal for only $0.99 per pie!"

They all started laughing except for Kaine who was just watching this madness. He scowled and said, "What the hell is going on here?! Why do I always end up on these weird Earths that seem like either programs for children or walking product placement?! This is asinine!."

Spidey walked over to Kaine and handed him a fruit pie, "Maybe the flaky crust of a Hostess™ Fruit Pie will make everything make sense."

Kaine smacked the pie out of his hand and dragged him into a portal, "I don't want your damn pie."

 **You get a big delight in every bite of Hostess™ Fruit Pie!**

 _We now return to your regularly scheduled programming…_

Spider-Punk waited while strumming on his guitar. Miles finally showed up and saw Spider-Punk, "Peter? Nice…new look?"

Hobart grinned, "I ain't Peter but he sent me. You must be Miles, another black Spider-Man."

"Uhhh…yeah?" Mile replied rather unsure. Hobart rubbed the little guy's head, "Keep fighting the good fight, little man."

The three of them sat around awkwardly until they heard a truck revving in an alleyway beneath the building. Miles looked down and saw a familiar face…Maximus Gargan. He began to run but was stopped by Jess, "Miles what's going on?"

"It's Scorpion!" Miles said as he panicked, "He must know we're here!"

Gargan could hear their screaming and gripped his chain, "They ain't comin' down…so we're gonna tear things up until they decided to stop us."

One of his thugs asked, "But…why do ya want to stop him?"

"He put me in jail…nobody cages the Scorpion! Good thing that prison break that happened some time ago allowed me to escape." Maximus said with a sneer, "I'm gonna ram this hook right into 'im. Start causing a ruckus until that little piece of trash comes down and faces me like a man."

The truck revved up again and drove out on the main road. It began ramming into other cars and Maximus' goons were shooting at various people walking around. Maximus even called Miles out, "I KNOW YER AROUND HERE, SPIDER-MAN! AND I AIN'T GONNA STOP UNTIL EITHER ONE OF US DIES RIGHT HERE, RIGHT NOW!"

Spider-Punk decided to head in without thinking and landed right on the front of the Humvee, "You ain't gonna get the little guy just yet, only me."

Maximus stood up from his seat and told one of his goons to take the wheel. He whirled his hooked chain around and swung it at Spider-Punk. Spider-Punk ducked beneath the chain but was shot by one of the goons. He fell off of the Humvee and was about to be run over until Miles landed behind Maximus and shoved him off of the vehicle.

Maximus landed on the concrete and the Humvee stopped. The two thugs looked at Miles and grinned, "Looks like we got ourselves a catch."

Miles gulped but that's when Spider-Woman came down and smacked the two goons against each other, knocking them out, "You have your venom sting, right? Why do you never use it against these guys until the last minute?"

"What are you talking about, I always use it when I…remember I have it." Miles answered while hanging his head.

Jess laughed, "You forget you have it?!"

Miles nodded, "Yes…I forget I have it."

"I can't believe you'd forget you have it!" Jess continued laughing, "It's such a convenient ability."

"I'm sorry I forget I just do!" Mile replied but then Jess stopped him, "Wait…why are we talking like this? This seems conversation seems more drawn out than it needs to be."

Miles shrugged, "I don't know what you're talking about."

"This conversation…we're repeating ourselves." Jess said.

Miles was slightly shocked, "We're repeating ourselves?"

"There you go again! Who talks like this?" Jess wondered but then was interrupted by Spider-Punk, "Guys I need some help!"

Maximus had Hobart by the neck but was knocked down by Jess, "Well…that solves that."

"And with only a whole lot of collateral damage on the side." Spider-Punk wheezed as he regained his breath.

"It's…not over yet." A crazy sounding voice let them know, "Only one Spider-Man is in this universe…and that's meeeeeeee…"

The three Spiders looked in the direction of who said that and Jess recognized him almost instantly, "Scorpion…"

"That's right…sissssster." Scorpion said as his tail moved from one side to the other, "I'm back."

Miles promptly ran at the insane Parker clone and gave him a taste of his venom blast…but it did nothing, "My suit is insulated, kid…but I doubt yours is."

His tail nearly struck Miles until Spider-Punk dived into Miles and saved his skin, "You need to watch yourself, kid!"

Miles got back up and rubbed up head, "I know…I know…"

Spider-Woman charged at Scorpion and they began to trade punches, "You were supposed to be fixed! Fury said he would!"

"Fury couldn't fix what was broken…" Scorpion replied as he grabbed both of her fists, "Only one Parker can live and it must be meeeeeeeeee."

Spider-Punk smacked Scorpion with a guitar and that put him in a daze. At this time, Miles used his spider-camouflage to try and hide but Scorpion smacked him with his tail even when he was hidden, "Hah! My goggles allow me to seeeeeee yoooooou!"

Spider-Woman punched Scorpion in the face and said, "See that coming, creep!"

Scorpion slammed into a nearby building and he gripped his head, "No! No! I cannot lose, I am Spider-Man! Spider-Man never loses! Spider-Man is always the hero!"

"You're no Spider-Man!" Jess claimed as she punched the insane clone once again, "And you never will be!"

Scorpion hissed and fell on the ground. Spider-Punk looked around at the mess and said, "Let's shove off before the cops decide to show up."

Miles nodded, "Agreed."

A wormhole opened up and they all walked inside.

With a sizable army finally gathered, Spider-Man decided that it was finally time to finish what Mysterio had started. The entirety of the Spiders met in the underground of Parker Industries.

Spider-Man welcomed them all there and began, "Alright everybody. We've been doing nothing but gathering and gather and now I think we finally have enough to take on both Otto's and Mysterio's forces. It won't be easy…but we've just got to do it."

Miguel interjected, "But what if we don't survive?"

"Well if we don't, then we don't." Spider answered nonchalantly, "I mean it's good that we tried."

Anya raised her hand and asked, "Why don't we just ask the Avengers to help?"

Spidey answered, "Because…huh. How come they never ask the X-Men or me for help with their own problems? Why don't the Fantastic Four ever involve the Avengers or vice versa? Think about that."

Anya did think about that and said, "Fair point."

Supaidaman then asked, "Can I bring Leopardon?"

Spidey smirked, "I was hoping you would. That'd be an immense help to us."

Web-Beard asked, "What about me ship?"

Spidey also agreed to that, "Of course. Anybody can bring anything they want as long as it'll help us."

Ben Reilly cheered, "Then what're we waiting for? Let's go show ol' domehead who's the boss!"

The rest of the spiders joined in the cheering and Spidey opened the portal, "Let's go!"

Spidey went inside the rest followed suit. What would happen next is the determining factor in whether they would survive or die…


	10. 9: Storming the Castle

Before Mysterio knew it…he knew Spider-Man had entered his realm. But the pacifistic Doctor Otto Octavius warned him anyway, "Mysterio…it appears a rift has opened and it appears a sizeable amount of people are entering at a rate unseen here before."

Mysterio turned to Otto and sneered, "I already know…they won't make it far. I won't let them."

Otto asked, "But what if they do?"

Mysterio reiterated, "They won't. I have supreme power here."

Outside, in the dystopian New York, Spider-Man and a quite massive army of Spiders marched behind him. Spidey then signaled for them to stop and began to speak, "Alright, Spiders. We've made it in without a hitch…I'm sure this should be easy, but be careful. We can't let anything stop us."

But almost as if they were signaled by him saying that, an army of various orcs, trolls, and various other movie-ish beasts were suddenly there.

"Looks like I've walked into the Lord of the Rings reject convention." Spidey quipped. The rest of the Spiders laughed at that quip and Ben Reilly said, "Yeah! These guys couldn't even fit in Troll 2."

The crowd laughed even harder as Anya Corazon joked, "I've seen better special effects in a made for TV special."

The fantasy movie rejects growled in rage and a hologram of Mysterio appeared over his tower, "These aren't special effects anymore! This dimension belongs to me, and I may make anything in my mind real…you will suffer for your insults!"

The beasts gathered their bats, their clubs, their hammers, their axes, and all of their various weapons. Spidey gulped and said, "This might not be as easy as I imagined. Alright, I need a group to follow me, and a group to take care of these things. Let's move it, people!"

The army split up and one half ran into the army of fantasy beasts with all their strength. Mayday got caught up in a crowd of them and one of them began to strangle her. The others came close to beating her up, but a cybernetic Spider-Man came in and blasted the one holding her away, "Thanks, Spider-Borg. That could've turned out ugly."

Spider-Borg wiggled his index finger…the one he had left, anyhow, "It isn't over yet! On your left!"

Mayday turned to her left and punched an orc down to the ground, "Thanks again! I'm still a bit of a rookie."

As more of them were defeated, it seemed like two more took their place. One Spider-Man wondered, "What the heck is going on here?"

Another one wearing the black suit replied, "Must be Mysterio…he's fully concentrating on us. Maybe if someone distracts him, these guys will go away!"

The Spidey agreed, "That's not a bad idea." He yelled up to the holographic Mysterio and said, "Hey Beck! These aren't that great!"

Another one said, "Yeah! These still are easy as your mother."

Mysterio's eyes turned red beneath the bowl and he said, "You dare speak ill of my mother?! Bah! Away with these orcs, I have better plans for you!"

The orcs all gathered into a group and melted against each other into a large Eastern styled dragon that took to the sky. Mysterio laughed, "This will burn you up!"

The dragon swooped down and nearly gobbled down some of the Spiders, but they ducked just in time. 616 Spider-Man looked at the struggling crowd but found salvation when a wormhole opened in the docks. Web-Beard's ship sailed out and began unloading cannon fire at the dragon. The dragon hissed and swooped down at the ship.

This acted as a distraction when Leopardon rose from the water and grabbed the dragon by its skinny little neck and tore it in half. Mysterio smashed his fist against his throne and said, "No! No! You cannot destroy the dragon! Bah, I'll take my focus away from you with other Mysterios."

Suddenly the large stone Mysterio statue began to move from its pedestal and walked over to Leopardon. Piloting it was the group of Mysterios that Beck brought in from other dimensions. Supaidaman saw the walking statue and gasped, "A GIANT GOLEM?! FOR GREAT JUSTICE, I MUST CRUSH THIS STONE BEHEMOTH! LEOPARDON GO!"

Leopardon got in a battle stance and rammed against the golem. The golem was unfazed and it threw a punch at Leopardon, knocking it back but doing little damage in the process. Supaidaman called 616 Spider-Man and said, "I shall keep Mysterio busy so his illusions may not bother you, friend! Best of luck in your journey…in the name of all that is heroic, this beast must not stand!"

Spidey replied, "Good luck my Japanese friend. Thanks for keeping him busy for me."

He then hung up and continued onward, with his army together but then…they were stopped by the Sinister Six-Thousand. Every single one of them were lined up and ready to go. Spidey gulped and said, "Can we…talk about this?"

Venom was seemingly leading the crowd and he replied, "No! The Sinister Six-Thousand will at last destroy your tiny army!"

Spidey then pointed at the six-thousand and commanded, "You leave us no choice then! Spider-Army all-out assault! Leave 'em crying for mommy!"

The armies ran at each other and each said had its losses and victories. Hostess™ Spider-Man was the first to go up, outnumbered but not exactly outwitted as he was against the Rhino and Molten Man. He asked them both, "Want the delicious taste of Hostess™ pie to settle our diffences?"

They both shook their heads and Spidey shook his head, "What a shame. Have some on the house!"

He then pulled pies from his pocket and slammed one into Rhino's mouth and a few onto Molten Man. Molten Man began to screech, "Agh! It's all sticky and melding into me!"

As he was blinded, he ran into the Rhino, tripping him over and knocking down a couple more villains in his wake. Hostess™ Spidey grinned, "Works every time."

Next up were two Spider-Men who had similarities yet differences. One had silver webbing on his costume but the other has the classic black webbing. But a major difference between the two was how the silver-webbed one had more similarities to the classic costume overall with the classic white lenses and design, whereas the other had yellow lenses and a far more radical departure. Most differentiating of all was how their webs were produced, though. One shot them organically, but the other shot them in the much more traditional web shooter.

You may know them as the Sony Spider-Men, played by Tobey Maguire and Andrew Garfield respectively. Garfield Spidey began quite hostile saying, "I'm not sure if I'm too big of a fan of you."

Maguire Spidey shrugged, "It's not about us it's about the fight. Keep your mind focused."

"Alright, alright, mind focused mind focused." The Garfield Spidey replied, "But don't you feel like telling any jokes? Y'know. That's kind of our thing."

Tobey Spidey smiled, "Oh I got a joke alright. Gimme a minute, will ya?"

He leapt above Kraven the Hunter and web yanked his spear away, "Hoo, no wonder you go by the Hunter, because that craven name sure is accurate."

Garfield Spider-Man shook his head, "You do it like this. Hey Krave-Krave, think you could point that large knife at me?"

Kraven growled, "I will do more than point it, I will ram it in!"

"Whoa, this isn't even our first date!" the Garfield Spidey replied as he yanked the knife away and tossed it aside. Maguire Spidey shrugged, "Nah, I think mine was better. Simple but effective word play."

"Yeah, I happen to disagree. But we can agree to disagree and just knock this guy's lights out?" Garfield Spidey suggested. Maguire Spidey obliged, "Why not?"

They both then punched Kraven in the face and then in the stomach, which sent him right to the ground. After that, they proceeded to hi-five each other as a sign of victory.

Silk was fending off various criminals when she was zapped by Electro, "What happened to being faster than lightning, girly?"

She was taken aback by the shock and turned to the electrifying menace, "You got me while I was off guard! Try to catch me now!"

Webs shot from her finger and she ran from Electro…but Electro shocked her once more, which snapped her web and sent her flying. She landed on her face and got back up with her costume and hair a mess. Electro laughed once more, "Looks like you ain't faster than that bug…you just got lucky. There ain't luck here, missy. Bet that comes as a shock to ya."

Silk groaned, "Ugh, that pun was more unbearable than the electricity."

Electro shot another bolt at her, which she narrowly avoided…her hair wasn't so lucky and a lot of it was zapped off, leaving her hair far more shorter than it was before, "I liked that hair, you creep! Then again this doesn't look that bad…"

Electro grinned as he was getting ready to fire another bolt but that's when he was stopped by Mysterio, "Max! Leave the girl…find your other universal counterparts and take down that Leopardon!"

Electro nodded and rose to the air, "My fellow Electros, let's get this show on the road."

Other Electro's began to merge and began siphoning power from each other and formed into a large being of electricity. The new giant Electro laughed and took to the water, and waves began forming around him. Electric filled the water which Supaidaman took immediate notice to, "No! You will not destroy Leopardon with your electric rage!"

The Mysterio statue used this distraction to sock Leopardon in the face, which sent it into a bit of a daze. Supaidaman called out "ROCKETTO PAUNCH!" and the fist of Leopardon went flying and it socked the Mysterio statue in the chest, leaving a large indent. Electro retaliated for him and grappled Leopardon by the neck, leaving him open for the Mysterio statue to begin punching the Leopardon. Supaidaman screamed, "NOOOOOO! LEOPARDON!"

Leopardon reached for its head and used the arc turn on Electro. Electro was clonked in the noggin and taken off guard. Leopardon proceeded to elbow Electro in the gut and send him into the water. Electro vanished and reappeared, "Ha! Don't you know that water acts a current?! I'm invincible!"

Supaidaman was struggling to keep up with the two threats and knew he had to take care of them somehow…but Leopardon may not have been enough. He raised his hands in the air and said, "Leopardon is an invincible machine used for dispensing justice! And justice will be dispensed upon you!"

Leopardon then drew sword vigor and threw it at Electro, and he then blew up…but then reformed, "Like I said…I can be anywhere in this water! You stand no chance!"

He picked the blade back up and holstered it once more. He began to sweat and only know there was one way to handle these foes…there was a feature he never used on Leopardon for he knew, it would bring the end of Leopardon. He began to tear up and said, "I have exhausted all options, only one is left. If Leopardon must go down, then it shall go down…in great justice."

Electro and the Mysterio statue began to yank the Leopardon by its arms and tugged at it. Supaidaman activated Leopardon's secret weapon, which was known as 'the Fatal Blow.' Supaidaman saluted as the insides of the Leopardon began to explode and he stayed inside, "As a captain must fall with his ship, I must go down with Leopardon! Take this you purveyors of evil, take the Leopardon…as the Leopardon takes you with him!"

Electro and the statue stepped back as the Leopardon began to rattle and quake…Electro said, "What the hell is goin' on?!"

Supaidaman then replied, "THE FINAL JUDGEMENT! I WILL NOT ALLOW YOU TO WIN!"

The Leopardon exploded afterwards, taking both the large Electro and statue with it. Takuya was expecting to die with Leopardon, but he was then saved by none other than his rival, Benomu riding on his motorcycle. They landed as Supaidaman looked his rival in his helmet and asked, "Why did you save me?"

Benomu replied, "Because we are rivals…and as such, only I may deliver the final blow that shall take your life."

Supaidaman hopped off his cycle and nodded, "I can respect that…well what are you waiting for? Let's finish this."

As Supaidaman began to fight his rival, Spidey too began to fight with his rival during this whole ordeal...the Superior Spider-Man. The two of them paced around each other in circles until Otto said, "So…are we just going to walk around intimidatingly or are we going to finish this?"

Peter stared Octavius down and balled his fists, "You don't have to do this…you and your team could be a valuable to us. There're bigger things than us here."

Ock readied his claws and dived at Spider-Man, "No! I am superior to you!"

"You say that, but you can't seem to get a grip on what it really means to be a Spider-Man!" Peter replied as he sidestepped Otto. Otto tried to slash him, but Peter ducked beneath the attack and tripped Otto up, "You're an embarrassment and you don't deserve to wear that costume!"

Otto rubbed his head and got back up on his four mechanical legs, "Though you may have me beat in experience, my technology far surpasses yours."

Peter shot four strands of web faster than Ock could comprehend at the four legs and yanked them, tripping Otto up and even snapping them to pieces. Peter shook his head, "Your spider legs need work. They're too spindly to support you in case you fall like that. For a guy so used to building tentacles, you don't have a good grasp on other attachments."

Otto shot a web at Peter's face, but Peter once again avoided the web and grabbed Otto, "Face it Ock. I'm Spider-Man and you're just a crook trying to seem like he's changed. But you haven't change one bi—"

Peter was smacked away by a different Doctor Octopus, this one in his original body, while he was ranting off to Otto. Otto tried to fight this original Doc Ock, but Ock grabbed him with his four arms and said, "I don't even know why I would want to be in that arachnid's body, we all know the octopus is the superior creature."

Ock then tossed the Superior Spider-Man into the ground and into the air, "You're even more pathetic than he is. A worthless worm in a spider's corpse! Why, you're a shame to all Doctor Octopi who exist."

Ock tossed him out like he was yesterday's news and Spidey came back in to deliver a swift blow to Ock's back that knocked him out in one hit, he was still an average human after all, "Some things never change, I guess."

Back with the Sinister Six-Thousand, the Spiders were doing a fine but not all too great job. Miles was actually not so nervous until he heard a car horn…a familiar car horn. It was Maximus and his thugs riding in their Humvee once again. He gulped but realized Maximus could be taken out easily with a venom blast…until he saw not Maximus riding the truck, but Ultimate Scorpion!

The Humvee stopped juuuuuust before hitting Miles and Scorpion stepped out and laughed, "Well, well…looks like we got the squirt right here."

Mile gulped and asked, "Wait…you're not Scorpion."

"Not the dumbass who was in this cool suit, no. It's me, Miles your good friend Maximus. Stole this suit from that passed out creep" Maximus said with a grin visible beneath his mask, "I think it's time for some payback now that we're on even grounds."

Miles was confused, "But the suit was fused to the guy's skin! How did you get it off?"

Maximus explained, "Had to tear it off his back. That hook came in real handy for that job, but I got me a new hook. You like it?"

The tail popped out and pointed itself at Miles. Acid fired from it and Miles flipped away from the deadly liquid, "Watch where you're aiming that!"

He then tried to do the venom blast, but it proved ineffective, "Ain't gonna work this time, boy. I gotcha where I want ya this time."

Miles tried to run, but Scorpion grabbed him by the leg and bashed his head into the ground, "Yeah! Yeah! That's what I'm talkin' about, baby!"

Miles tried to get back up but Scorpion stepped on his back, keeping him down, "No clear words, kiddo? Got nothing to say? Better say something because what you say next are gonna be your last words."

Before Scorpion could even finish Miles, he was tackled to the ground by 1610 Spider-Woman, "Leave him alone, you weirdo!"

Scorpion shoved her off and said, "I don't think so, dollface."

"Wait…you're not that clone." Jess remarked and Maximus confirmed that, "I'm not. You won't be seeing him for a long time if my boys did their job right."

Though he was deranged, Jess still somewhat saw Scorpion as her brother. Her hand went into a fist and she punched Scorpion so hard, his mask cracked right in half. Scorpion was taken aback by this, but the suit protected him very well, "No more one hit knock outs."

His tail swayed close to Spider-Woman, but didn't hit her. Scorpion smacked it and said, "I'm still getting used to it."

Jess used this downtime to sweep Scorpion and webbed up the hole where the acid came out of. She grabbed Miles and ran off. Scorpion got up and chased after her, "Get back here! This ain't over yet!"

The tail came back up and tried to shoot acid, but the web blocked it off. Scorpion stopped and tried to peel the web off, but then the acid popped out right in his face and he screeched. Miles and Jess looked back but not for long. It was quite a gruesome sight and neither were in the mood to see it.

Scorpion's face suffered severe burns, but he tried to crawl after them. He didn't even have lips and the eyelid over his blind eye had been melted over. He screamed, "I'll get you two! If it's the last thing I do, I'll kill you both in yer sleep! You…you can't run…" He working eye shut and he stopped crawling. Whether this'd be the last the two would see of Maximus is unknown…

Mayday herself was struggling with a villain, but this villain was a bit more bizarre than the others. His green slimy skin made him hard to grapple with and his organic tentacles made him even harder to get close to anyway. This villain introduced himself with enthusiasm, "You dare try to face off with the Squid?!"

Mayday stared at his hideous appearance and almost gagged, "Oh dude…what…what are you?"

The Squid sneered, "Did you not hear me? I am…THE SQUID!"

"Gross." Mayday muttered as she charged right at him. The Squid slipped right beneath her and snatched her up with one of his tentacles, "My lack of bones makes it easy for me to slip right out of trouble."

May struggled in his slimy grip, but found it easy to escape due to the slime that made him hard to catch. She shot webs in his eyes…which didn't even stick due to the slime and he laughed, "You're pathetic!"

Mayday sighed and punched him in the face, which seemed to work so she did it again…and again…and again. The Squid fell down with those punches and May just mumbled, "Ugh. Those stains are gonna stay there for days, I swear."

Back with Supaidaman and Benomu, they were still fighting. They seemed to be nearly evenly matched until Benomu leapt away from his rival and got on his motorcycle, "Looks like the tides have turned! Without Leopardon, you have no chance!"

Benomu tried to run Supaidman but Supaidaman swung above the cycle, "Though you may have the technological advantage, I have a greater focus than you! Leopardon will not have died in vain!"

Benomu revved up his cycle and once again tried to run Supaidaman over. Supaidaman retaliated by shooting a web net over the cycle, causing it to stall. Benomu tried to get it worked and when it started back up, he looked around and saw Supaidaman was gone, "Go ahead and run, coward! We will meet again!"

"It is you who will be running when I am done with you!" Supaidaman replied as he web yanked Benomu's scarf. Benomu saw his scarf go flying and he became furious, "No! My scarf! Give that back!"

Takuya began to climb up the side of a building and Benomu's cycle rode up with him, "Give it back!"

Takuya tossed the scarf off the side of the building and shot a web at Benomu's helmet. The villain's vision was blocked and he let go of the motorcycle and fell off, "You have proven yourself, Takuya…I guess you were better than I ever was. Goodbye, dear rival."

Supaidaman looked down at his falling foe and said, "He was too vain for his own good. Maybe on another Earth…we may've been the strongest of allies. But here…we were the strongest of rivals. Farewell, Venom."

Benomu reached his hand out towards his rival and gave one final thumbs up. He struck the ground and his motorcycle soon fell with him. He lied on the ground with that thumbs up finally receding. Takuya swung down to his fallen rival to mourn him.

Meanwhile, 616 Spider-Man was trying to find a way to calm down the crowd of villains and even rioting public. He found one of the floats that Mysterio has parading around town 24/7 and decided to hijack it. He swung at it and kicked off a Mysterio who was sitting on top. Other Mysterios gathered around him and hefneded them off with relative ease.

After that, he yanked another Mysterio out of the driving seat and took control of it. He got on the loudspeaker and began to speak to the masses, "I'm gonna ask us all right now if we really want to do this."

The fighting Spiders and villaisn stooped. One of the villains spoke out, "Yeah! We hate you Spiders!"

"Do you hate us enough to let a mad man like Mysterio lead you all like dogs?" Spidey asked, "He's going to rule your homes and that's going to make any satisfaction you get out of this pointless. Money won't mean a thing in his new order and you all know it. Killing us might be your objective, but you can leave that to when you get back to your home dimensions. Right now, we have bigger problems."

And bigger problems they did have, as the rift between 616 and 13 was now visible in the horizon. The villains noticed this and screamed. They began to run off in different directions, leaving the Spiders alone. Peter hopped out of the float and instructed the Spiders to stay where they are, "Alright, you guys keep guard of the outside. I'll go in alone."

Mayday didn't like the sound of that, "But da—Peter. If you die, then I won't exist!"

Peter shook his head, "You're from another dimension I'll be fine. I won't die and I can't die. When I leave that castle, everything will be back to normal."

Peter swung from building to building until he reached the stone bridge that led to Mysterio's castle. The bridge was made up of different boulders which had nothing holding it together. Peter gathered his mind together and held his breath before letting out a large sigh.

He ran across the bridge and as he did, the bridge began to crumble behind him. He was outrunning it until a serpent rose out from the depths below him and it chased him as he ran across the bridge. He kept on running, but his spider-sense went off at that moment. He leapt above the incoming serpent and as he did, the bridge finally crumbled beneath him. He panicked and shot a web at the serpent, hitching a ride. He leapt off of the beast and landed at the doorstep. The door opened for him and he walked inside.

Mysterio was watching him from all corners, and was awaiting him. Inside the castle was nothing but blankness. Everything was white and it was an empty room…but then Spidey found his way into the next room, and it was filled with pictures of his loved ones. He saw pictures of Mary Jane, Harry Osborn, Aunt May, and many more. He picked one up and as he did, an x appear over that person's face. He dropped the picture and it shattered into nothingness.

There wasn't an exit. He tried to escape, but there was no escape. He knocked on the walls until something finally slid open. He was anxious to walk through it, but he did. It was a movie theater, fitting for Mysterio.

Peter looked around, but was grabbed by something he didn't see. He was strapped into one of the many seats around him and he couldn't break out. A projector started up and the screen lit up. Peter struggled in his constraints, but they wouldn't budge. He looked up at the screen and saw a young-ish looking man at a movie studio talking with a director. He couldn't hear what they were saying, but he could see how dejected the young man looked. He walked out of the studio with a large frown and with rage in his eyes.

It then showed the young man working on something. He was stitching out an outfit, working on animatronics, but most telling of all was a dome he placed on his head. The man in the video was a younger Quentin Beck. But no longer was he Beck, he was Mysterio. It then showed that same studio being engulfed with flames and Mysterio leading the arson.

Soon it showed him pretending to be a hero, which was a trip down memory lane for Peter. After that, it showed Beck being placed in prison, but he was no longer angry. He was quite happy with himself. He broke out once more and again became a thorn in Spider-Man's side. Spidey once again tossed him into jail but this didn't stop Beck.

Then it cut to Peter himself, who looked happy too. Then it showed him having to skip out on friends repeatedly. Once with Harry, once with Mary Jane, but most heartbreakingly, once with Gwen.

It then again to Gwen and Peter…but it wasn't a happy moment. It was Peter as Spider-Man cradling Gwen's no longer living body. Peter tried to break out of his restraints, but they just seemed to get tighter. Again, it cut to Peter looking sad, just sitting on his bad. Each time it cut to that same scene, it just showed Peter looking sadder and sadder. Then he finally heard something, and it was Mysterio's voice, "What a tragedy you turned out to be."

Peter was frothing with anger and he said, "Let me out of here, you coward!"

Beck laughed that off, "Oh please. I'll let you go when you answer me this…why bother?"

"Why bother with what?" Spidey asked. Mysterio replied, "Why bother with Spider-Man? It has brought you nothing but pain…whereas me being Mysterio has brought me nothing but joy. I love being a villain…and you seem to not like being a superhero often."

"It's worth it when I see a person I saved smiling back at me." Peter answered, but Mysterio rose another question, "But is it really worth it when those closest to you suffer?"

Peter hesitated for a moment, giving Mysterio more time to speak, "I have nobody close to me, which makes it easy for what I do. But you are quite different in that regard, you have many loved ones…and many who have come close or have died."

"Don't act like you don't have loved ones. You had a cousin." Peter reminded Beck, but Beck was confused, "What do you mean by had?"

Peter informed him of what he meant, "Maguire Beck, your cousin. She posed as Jack O'Lantern, and according to rumors she was killed by the latest guy to go by that name."

Mysterio became curious, "Why was she Jack O'Lantern, though?"

"To avenge your faked suicide." Peter answered. Beck felt a bit, but not too much guilt, "I hardly knew her anyway. Not like death means a lot to us, now does it? But I think I've had my fun."

The restraints holding Spider-Man in snapped open and Peter rushed out of the seat, "Where are you?!"

Beck laughed, "Good luck finding me…"

Peter looked around the room and there didn't seem to be an exit again. He'd find his way out, though…he'd _have_ to…


	11. 10: Escaping the Illusion

Spider-Man tried to find his way out of the theater, but again it appeared there were no doors until he looked up. He saw a little vent that he could crawl through in the ceiling. He crawled into it, and he popped out on the other side, which was the ceiling of another blank white room.

He dropped onto the ground and when he looked up, the vent was gone. He could see nothing that could lead out of the room. He walked around the room and began knocking on the wall until it slid open and he fell right in. When he looked around again, he was in the theater again!

He looked around the room and sighed, "I'm just walking around in circles! How do I get out of this mess?"

He looked up at the theater screen and got an idea. He walked up to the screen and smashed it to pieces. Where the screen once stood, there was just a lone door. He slowly stepped towards it, and turned the knob. Inside the door was the sky, which was turning from day to night. He was shoved inside by an unseen force and he fell.

He shot a web up at the door, but it shut and then vanished. He looked down and saw he was going to land in water. He shot a web in a random direction and he stopped. He looked where he was caught and it was the George Washington Bridge…it was then and there Peter knew where he was.

He looked at the bridge and heard someone screaming to the top of his lungs, "YOU KILLED THE WOMAN I LOVED, AND FOR THAT YOU'RE GOING TO DIE!"

He crawled up the bridge and saw another Spider-Man cradling the body of Gwen Stacy. Peter backed away and fell into the depths of the murky New York sea, but found himself instead back at his old house from when he still lived with his aunt.

Police sirens were going off and there was yellow police tape around the area. He walked into the house, and that's when he heard an old woman crying. He walked closer and saw Aunt May mourning none other than Uncle Ben. Peter looked around the house and said, "I know this isn't real, Beck! None of it is!"

Mysterio's visage appeared in the moon and he said, "Sure feels like it is, huh? You've suffered so much for nothing."

"You're wrong, this little trip reminded me why I do this and it's because I promised Uncle Ben one thing…that I'd use my powers responsibly." Spidey replied as stepped out of the house and pointed up to Mysterio, "And I'm going to keep the promise, even if it drives me insane!"

At that point, the skyline began to have cracks fading in and out. Everything seemed to flicker and Mysterio was panicking, "No! Never! You will submit! This is VERY real!"

"You're wrong! And even if it is, I'll still find a way out to destroy you!" Spidey proclaimed loudly, "You won't win!"

The illusion began to crumble even more and Mysterio finally appeared in front of Spider-Man, "Then I will have to take care of you myself."

Spidey stood patiently, "I'm waiting." Mysterio charged at Peter and he avoided the attack. Then when he turned around, he saw Beck coming at him again and he was knocked down, "What the heck happened?!"

Mysterio laughed, "With the power of Captain Universe I am invincible! Beg for mercy!"

Mysterio shot a bolt of lightning at Peter and Peter joked, "You're stealing stuff from Ele—" but he was shocked by the lightning.

Then tentacles appeared out of nowhere and they grabbed Peter. A giant sand hand rose up from the ground and smashed him while he was still in their grasp. Mysterio laughed once more, "I'm using moves from all my associates in the past. Only borrowing of course."

Peter broke out of the tentacles' grasp and socked Beck in the face, but it was mostly ineffective. It did seem to have an effect on the illusion world that stood around them, and it began to fade into just a sterile technologic room with various bits of machinery. Mysterio shoved Spider-Man aside and try to refocus the lab into the illusionary world, but it wouldn't hold together. Spidey kicked Mysterio onto the ground and the illusion faded entirely into the lab.

He could see it, the machine that was causing rift to slowly open. And he saw who was stationed at it, Doctor Octopus who looked more docile than usual. Another person in the room was a man dressed up as Crime Master. Peter ran towards the machine to try and smash it, but Ock stopped him, "Don't do that, if you destroy this thing while it's active, you could possibly cause everyone in this room to head to Earth-000 and I don't wish to know what's there, if anything."

Peter noted something was off about Ock, but he was zapped by Mysterio once again before he could say anything, "You may've escaped the illusion, but now you're in the real world! The real world of Earth-13!"

Ock dropped Peter and Mysterio picked him up, "You have no power here, I am supreme."

Peter looked to Otto and said, "Do you want this madman controlling you?! Destroy that thing or at least zap us to another dimension!"

Otto cowered beneath Mysterio and said, "I need to do what he says, or he'll kill me."

Mysterio choked Spider-Man, "You won't be able to convince him anymore! I'll finish you!"

But before Mysterio knew it, the machine was destroyed and the rift shut. Mysterio turned to Ock and said, "You! You did it!"

Ock pleaded that he didn't, but Mysterio wasn't buying it. He smacked Otto to the ground, and Otto couldn't take it anymore. He smashed his tentacle into the harness that gave Mysterio his power and it cracked. Mysterio dropped Spider-Man and tore off all of the good Ock's tentacles, "You've betrayed me…unless it was…"

But before he could speak, they all were sucked into a wormhole and found themselves in a void filled with nothing but portals. An endless amount of portals that all led to different realms in the multiverse. Spider-Man looked up and asked, "Where are we…"

"We're where all dimensions end and begin…Earth-000." Mysterio explained, "It's amazing."

Back in Earth-13 things began to crumble apart. Mysterio's castle began to sink into the ocean, and all things that were put in the city by Mysterio started to break and vanish. The ground began to shake and all the Spiders were left wonder just what happened.

Miles looked around and asked, "What's going on?!"

Ben Reilly replied, "What Mysterio put here is falling apart. He either must've lost his power or is gone."

"What're we gonna do?!" Silk asked, and Ben replied, "Run."

"What about Peter?" one of them voiced and Ben answered, "We need to find shelter and find anyone else to get to that shelter too!"

They all agreed and spread out across the city to find helpless citizens.

Back in Earth-000 Mysterio was bragging, "I can use this gateway far better than I could any technological substitute!"

Spider-Man tackled Mysterio and said, "No you won't!"

Mysterio pushed him off and tried to use his newfound powers to stop him, but he realized…they wouldn't work outside of Earth-13, "Bah! I need to find my way back there!"

Mysterio began to run across the void and Spidey chased him. Luckily, the portal for where Earth-13 was wasn't that far from where they began and Mysterio hopped in and Spidey followed.

They fell out into New York once again, and found its crumbling remains. But Mysterio was glad to have his powers again and he rose into the air and boasted, "It's over, Spider-Man! I have won this battle, and you will never stop me!"

The other Spiders watched this and gathered around Peter. Peter looked at them all and smiled, "Maybe I won't…but these guys will."

Mysterio looked at them all and chortled, "Despite your strength in numbers, you will not win!"

Peter signaled to them and he shot his web at Mysterio. The others followed suit and shot their web at him as well. Mysterio was pulled down slightly, but he broke free and sent out an air wave that sent the Spider-Army into the air. They all shot more webs at Mysterio and they catapulted themselves at him.

One by one, they smacked against him and when he sent one away, two more would come to get him. Each time one did, his harness cracked more until Spider-Man finished the final blow that destroyed the harness. Mysterio screamed at that and as he did the world around him began to change at a rapid rate. It went from night to day, from dusk to dawn, from a normal city to a ravaged city, and through many other environments until it was nothing but static for a couple seconds…after that, it returned to the way it was before the harness was smashed.

The Uni-Power faded from Mysterio's body and he became vastly weaker. Mysterio reached out at the leaving power, but was left with nothing and he fell to the ground. He got back up and removed the harness entirely. He tossed it on the ground and yelled, "NO! NO! THAT WAS MINE! THIS WORLD IS MINE! YOU CANNOT TAKE IT FROM ME! IT BELONGS TO ME, MYSTERIO! IT'S STILL MINE AND YOU CANNOT TAKE THAT FROM ME!"

The Uni-Power reformed into 616 Peter Parker and he arose above Mysterio as he shook his head, "We just did."

Mysterio got up and tried to run away, but Spider-Man grabbed him, "You probably deserve harsher punishment, but you're not quite right in the head."

Mysterio tried to punch Spidey, but it was as ineffective as when Spidey tried to punch him before. Spider-Man tossed Beck into 616 Spider-Woman's arms, "Take him to SHIELD, get him locked up, and get him some mental help."

Jessica nodded but then asked, "What about you?"

"I'll return to 616 soon, I'll just have to restore what Mysterio destroyed." Peter replied, "Then maybe after this, we can all go back home."

Then Madame Web appeared in front of them all and shook her head, "It is not over. The Sinister Six-Thousand still roam the dimensions, as does the Superior Spider-Man's army. You must clean their mess…and another foe waits behind Mysterio."

"But wh—" before he could finish, she vanished, "Man, I hate how vague she can get."

Back in Earth-000, that foe had taken form, and it was Crime Master and his…mysterious employer. Crime Master communicated with his boss across a communicator, "Yeah, yeah…found it. We have Earth-000 and only a man being imprisoned, a passed out doctor, and Spider-Man know. Don't worry, boss. We'll get started on building the facility right away. The first interdimensional weapons dealer will be you, boss believe me. We just struck it big."

The man on the other line laughed, "I knew Mysterio would miss his mark, but he gave me exactly what I wanted. Your services are appreciated as Mysterio's "weapons supplier," but we shall need more than just you. Start gathering Mysterio's little army for us, or at least gather some spokespeople. We need to be prophets to make a profit."

Crime Master listened, "Yes, boss. It was foolish to go after dimensional conquest, but your idea of just making as much money as possible is perfect. And where better to get as much money as possible then the infinite source of money that is the multiverse? I'm gonna get a large chunk of the money, right boss?"

"You'll get your due" the man on the other line assured, "But only when you do me one last favor…but that'll come when it needs to. Right now, you'll get a decent profit of the money. Also one last thing…if you find a symbiote, get it! If we can mass manufacture those babies, we'll be rolling in the dough!"

Crime Master grinned, "Sure thing, boss." He then hung up the communicator and looked at the infinitely spanning void of wormholes, "Oh yeah. This'll do us nicely…"

Back in Earth-13, Spider-Man was fixing the damage of Mysterio's wrongdoings. He picked the Statue of Liberty out of the ocean, he helped restore the buildings, he destroyed the floats, but most of all…he found the corpse of Earth-13's Spider-Man at the bottom of Mysterio's castle and dragged it out of the ocean. He laid it down on the ground and sighed. He wanted him to have a proper burial. After that, the Uni-Power left Peter and he went back to 616 to Parker Labs and when he did, he had a message on his phone.

Peter looked at the phone and it said 'one message from Flash.' Peter played the message, "Hey Peter, this is Flash. From what I hear from Carol…you were told that I'm Venom now and I guess now I know that you're Spider-Man. As you know, I'm in space but this isn't doing it for me. The Guardians are fine but…I'm they're not for me. I'll be returning to Earth soon and when I do, I'll be seeing you first."

Peter put back on his regular outfit and was actually quite glad to hear that, "Well looks like almost everyone I knew from my college days will be reuniting except...well it doesn't matter anyway. Harry, Flash, and I all at the same place, we could catch up on old times."

He went up the elevator from his secret lab to his office and sat in his chair, "Can't get too comfy, though. Apparently something else is coming from this whole dimensional dilemma, but it'll be nice to see Flash again, and it appears the Spider-Army will only be doing a bit of janitorial work anyway until Mysterio's mess is full cleaned up. I'll have to give all of us some kind of communicator or something."

Finally, we got back to Beck who was thrown into a maximum security SHIELD facility. He was wearing the typical bright orange jumpsuit, and he was being watched 24/7 by various guards.

He sighed and said, "I hope you idiots realize that my dimensional technology is still out there. Even if I can't use it, then it is sure to be use by someone who isn't me."

The guards shrugged, "That's Spider-Man's problem. We're just here to make sure you don't escape."

"I won't need to wait long, then." Beck reassured himself, "Only I know how to find and control that technology. They'll need me."

One of the two guards laughed, "Yeah, whatever you say weirdo."

Beck for once wasn't laughing, he was instead looking out the window as he said, "They can't keep me here forever…"


	12. 11: Group Therapy

As Spider-Man and the gang were taking care of Mysterio, things back home were also a bit odd. The most major occurrence of all was a very fateful night in which Liz Allen, CEO of Alchemax, was found dead in her office. This was assumed foul play within the company, and the police found evidence that Tyler Stone was the culprit. This was when they found his finger prints and glasses in the office, telltale signs of his involvement. It was thought he did it due to being fired by Alchemax.

Stone vehemently denied the claims that he was behind the murder, but he was found guilty by the court and was sentenced to a life in prison. Things only got weirder after that, because with her gone only one person was eligible to become CEO and that person was Normie Osborn, but he was seen as too young to run a company. So the company held a bid to see just who would be the new CEO of the company and it seemed to be going as lame as one would think but then suddenly…a new bidder entered the bid and offered a price that no other competitor would bother entering.

That bidder was a gentleman in a dark blue suit and an orange tie. The people in the room stared at this man and wondered just why he'd enter the large sum of money, but the man just smirked. He wore a fedora that covered up his hair, and he lacked facial hair but one thing was clear. The man was around his fifties at least.

He grinned at his fellow bidders and waved them off, "See you later, gentlemen." The dealer shook this man's hand and asked, "And to whom may I give this company to?"

"Kobold Buhmann's the name." the man introduced, "And before you ask, the name is Germanic in origin. It's an unusual name, I know."

The dealer let go of Kobold's hand, "Well congratulations, Mr. Buhmann, you are now the CEO of Alchemax."

Kobold gave a soft smile, "Thank you, I'll be making some changes around here. This company has been corrupted by the previous owner and squandered. I think I'll be making some big changes around here."

A couple days after the fall of Mysterio, Alchemax was regaining its foot with the common people. But one person who wasn't buying it was the CEO of Parker Industries, or as he's better known as…Spider-Man.

But surprising to him, Kobold wanted to meet up with him. Peter obliged and the two met in Peter's office. Kobold walked in with a warm smile, "Well hello ."

Peter looked at the old man and motioned to the seat in front of his desk, "So what is it you wanted to talk to me about, Mr. Buhmann?"

Kobold laughed, "Mr. Buhmann's my father, young man. You can call me by my first name. Anyway, I've heard about your Spider-Man problem."

Peter looked at Kobold with shock, "What…what are you talking about?"

Kobold gave Peter a look of trust, "About that Mysterio fellow. When I was placed in charge of Alchemax, I found files that showed Alchemax was actually helping Mysterio by providing materials and funding for his weapons. See them for yourself."

He pulled a folder out from his jacket and slides it on the desk. Peter looked at the file and saw it was actually true. The files contained specs for Mysterio's giant statue, and even the device he used to siphon power from Captain Universe Spider-Man, "This is very interesting, Kobold. I can't believe Liz, god rest her soul, would sell Spider-Man out like that."

"She worked with the Green Goblin, it's not that surprising." Kobold said while shaking his head, "It's just such a shame it had to be that way, I'm sure she was such a nice woman."

Peter sighed, "She was, we were pals in high school." Suddenly his buzzer rang, " , you have a 'Flash Thompson' waiting outside."

Kobold nodded at Peter, "I'll get going. If your company needs any help, call me. I want to make up for what Alchemax did to your bodyguard and to you yourself."

Peter waved him off, "Don't worry, we'll keep in contact!"

As Peter was doing office work, the Spider-Army was doing clean-up duty. One of these teams that consisted of Ben Reilly and Kaine was scoping out Earth-65, otherwise known as the Earth where it was Gwen Stacy who got bit by the spider instead of Parker.

But what of Parker, you may ask? Parker saw Spider-Woman swinging and wanted those powers too. So he got an idea…perhaps if he could combine his DNA with spider DNA, it'd work. So he made an experimental serum and used it on himself…but he didn't become a man with spider powers. He mutated into a spider monster and Gwen had to take him out. He reverted back since then…but he went into a coma and it's assumed that if he wakes up he may mutate once again.

People have been working on it, but people began to blame Spider-Woman for all of this. They wanted her taken in and she couldn't get away…she quit the whole superhero thing after a while because it seemed she wasn't needed…until villains began appearing. These villains were very familiar to our other Spiders, but to Gwen they seemed new.

Ben and Kaine walked through a wormhole and Ben asked, "Where do we start, bro?"

"Don't call me that." Kaine replied and looked at the exploding cars, "I think that's an appropriate place to start."

Ben gave Kaine a thumbs up, "Good eye! Let's go!"

They swung down and saw the man causing the chaos was the Lizard. But also noticed was the Hobgoblin who was flying around the beast and trying to capture him. Kaine looked at the Lizard and said, "I got this, you take care of the laughing madman."

Ben nodded and swung up to the Hobgoblin's glider. He tried to step on the glider, but the Hobgoblin stepped on Ben's fingers, causing him to lose some of his grip, "Hey! Watch your step!"

"Maybe you should watch where you put your fingers first! This is a one man flight only!" Hobby replied as he took a nosedive. Ben slipped off and nearly hit the ground, but he shot out a stran of web that caught him at the last second, "Phew."

The Hobgoblin turned back around and cut the strand, "Stay outta this, Spider! That Lizard is mine and there's nothing you can do about it!"

Ben landed on the ground as he looked up to the insane villain, "I don't think so, Hobs, you're going on a crash flight today!"

Back with Kaine, he was trying to keep the Lizard down, but that wasn't all too easy. Kaine finally got him in his hold, but the Lizard bit into his arm and he let go, "Ah dammit! I'll tear into you for that one!"

Lizard kicked him off and tried to run away before being stopped by a woman in a white hood and mask. The rest of the costume was black but was fairly similar to other Spiders. It was Gwen, "Hold it right there."

She punched him in the snout and the Lizard sneered at her before tripping her up with his tail, "Leave me be!"

Kaine got back up and a spike popped out each of his wrists, "Didn't want to do this but looks like I ain't got a choice." He leapt at the Lizard and stabbed him in the back. The Lizard screeched and squirmed, but Kaine managed to subdue the beast.

The Hobgoblin swung in and laughed, "Thanks for doing my job for me!" He threw out a pumpkin and a net popped out. Kaine rolled out of the way, and the Lizard was wrapped into the net. Spider-Gwen looked at the net and tried to remove it, but the Hobgoblin swooped in and picked it up while she was holding on. She crawled up on the glider and said, "You've got three seconds to let go of that creature."

Hobgoblin chuckled and replied, "You've got one second to get off my glider…and there goes that second." He proceeded to shove her off and he flew off into a portal with the Lizard in tow. Gwen almost fell to her doom before Ben caught her, "At least you're safe. Can't let you fall twice…"

Gwen asked, "Wait what?"

Ben shirked it off, "Nothing, nothing. Forget I said anything, Miss Stacy."

Gwen gave him a shocked look beneath her mask, "How do you know who I am?"

"Long story, I'll explain when we land." They both landed and Kaine was waiting for them. He looked at them both and questioned, "How could you let him get away?!"

Gwen gulped, "I'm sorry, I'm sorry! Who were those whackjobs anyway?"

Ben waved at Kaine, "Calm down, she's a rookie. Look, we're here to clean up any villains you don't think belong here. Any weird occurences?"

"Besides them? Not a single clue." Gwen replied, but then she paused, "Hold the phone, who are you guys?"

Kaine answered, "We're Spider-Men from another dimension stuck doing clean-up duty as Peter gets to sit in his office being all cushy!"

Gwen turned to Kaine, "Wait Peter? Like…Peter Parker?"

Ben nodded, "Yeah, he's Spider-Man where that guy comes from. I heard about what happened to your Peter, and trust me. Peter knows the feeling."

Gwen sighed, "He just wanted to be special…tell me the Peter from his dimension is fine."

Kaine nodded, "He's fine, but I can't say the same for you."

Ben looked at Kaine and said, "Dude! You can't just tell her she died there!" He covered up his mouth with his eyes wide open.

"Wait, I died there? How did that happen?" Gwen wondered and Kaine answered, "A man who was like the orange Goblin except in even more garish colors dropped you off of a bridge."

Gwen remained silent and Ben shook his head, "You can be so insensitive. Anyway, if you're not busy maybe you can help us. We'll keep in touch."

Ben handed her a little communicator as he explained what it did, "You can contact us from here if you see anything strange here. Give us a ring, and we'll come right over."

Gwen thought about it, but she wanted more, "Actually can I come with you guys?"

"What do you mean?" Kaine asked. Gwen pointed to a large billboard that said she was wanted and it was even defaced to make it look like she was some kind of devil, "Nobody likes me here, so I think I could help better with you guys."

Kaine vehemently denied it, "No! Lady are you insane?! This is your home, and you will stay here!"

Ben was a bit easier on her, "Leaving seems like a good idea, but you can't. You can't just run away from your problems, so you need to stay here."

Gwen crossed her arms and said, "Fine, we'll keep in touch."

"Good." Ben replied with a smile, "Alright, Kaine let's get a move on."

Ben activated a machine on his webshooter and the wormhole opened up. He walked in and Kaine followed. Before it shut, Gwen snuck in too.

They ended up in Parker Industries' underground labs and Gwen snuck between the two of them. Kaine noticed and said, "Hey get back here!"

He ran after her, but stayed back when they were entering the upper levels of Parker Industries. He didn't want to be caught, and she had seemingly vanished anyway, "You gotta be kidding me!"

She luckily found her way into the vents but they were awfully tight, "Ugh, the movies make these things look roomy."

She squeezed her way through and finally popped out in the main hall of the lab. She snuck out the door and breathed in the fresh air, "Phew, looks like you've made it out alright, Gwen."

In Earth-000, Hobgoblin flew in with the Lizard in tow and landed on the ground. He looked at Crime Master and grinned, "I got him."

Crime Master looked at the creature and nodded, "This serves us well."

Hobgoblin yanked a syringe out of his bag and injected the Lizard with it, "It will serve us better as a human, we need scientists and as many as possible."

Crime Master looked at Hobgoblin and asked, "When do we break you know who out of jail?"

"Soon, it's all part of the plan." Hobgoblin replied as he looked out across the entire crossroad that is Earth-000, "This is going to be big."

Back in the Ryker's, the prison that kept Mysterio and now Ty Stone, they both were in a therapy session with other villains.

The doctor smiled at all the patients and motioned to Beck, "Welcome back to our daily sessions, and here is our newest member of our group, his name his Quentin Beck."

The prisoners half-heartedly welcomed him, "Hi Beck."

Beck waved at them and the doctor said, "So Beck, why don't you tell everyone why you're here."

Beck explained, "I tried to take over the multiverse and kill every Spider-Man."

The doctor wrapped his shoulder on Beck and said, "Well here you won't be doing any killing, just letting it all out."

Beck nodded and pointed to a man who was staring at the ground disinterestedly, "Well you see that man right there?! He shamed the name Sinister Six, a group that I was a part of!"

The man looked up from the ground and looked at Beck, "Soiled it? I _improved_ that namby pamby group by making it a self-respecting crew of gentlemen."

The man thought, "This guy, right? Mysterio, AKA Quentin Beck, what a real nutjob this guy is. He's the first member of the original Sinister Six I've run into and I didn't know they took the name so seriously. Not like my crew was the first group of suckers to take it without their permission."

Beck sneered at the man, "You've taken a name that was once respected and threw it into the trash with your trickery er…what's your name?"

The man replied rather angrily, "I'm Boomerang, baby and I'm the best damned person to ever be in a group named the Sinister Six, including you."

The doctor stepped between them, "Now calm down boys—"

Boomerang stepped past him and said, "Shut up doc, the men are talking here. Or should I say the man is talking here since this guy is being such a huge baby!"

Beck balled his fists up and socked Fred in the face, "You're the baby here!"

The other members in the group cheered except for one and that was Ty Stone, "I don't deserve to be here! I didn't kill anybody!"

Fred fell down and Mysterio kneeled in front of him. He proceeded to wail on Fred, but they both were pulled away by guards into a cell together. The doctor shook his head at them, "I can't believe you two, Beck's first day and you start a fight, Fred."

Fred looked at the doctor with shock, "I didn't start the fight! He started it!"

The doctor continued to chastise him, "You've got a history of violence with friendly people such as what you did to poor Herman. The man refuses to be in our therapy group because you're in it."

"HERM GOT WHAT WAS COMIN' TO HIM!" Fred yelled, but Quentin gasped, "You hurt Shocker?! How could you?! He's like a poor sad puppy…I mean I'd do it too, but that's beside the point."

Fred grabbed on to the bars for dear life, "Don't leave me in here with him!"

The doctor left and said, "You'll get back to your normal cells after you two learn how to play nice."

Fred turned to Mysterio and glared at him, "This is your fault."

"Eat me, Freddie-boy." Beck replied as he turned away from him.


	13. 12: Reunion

Things were going great. The Sinister Six-Thousand was being captured by the boatload, and Peter no longer had any rivals in his business. Not to mention what happened a day previous to this one…

We left Peter off to where he was going to meet up with his old friend, Flash Thompson. Flash walked into the office, with new legs. He shut the door behind him and sat where Kobold had previously sat. Peter smiled warmly at his old friend, "Well, well look whose back from outer space."

Flash smiled back, "Had to happen eventually." Peter playfully punched Flash's arm and said, "Why didn't you tell me you were Venom, man?"

"Why didn't you tell me you were Spider-Man?" Flash replied smugly, "I can't believe for all those years I was beating up my hero."

Peter pointed to the bowl of tiny wrapped candy, "Go ahead take some. And are you still not over that? You bullied me years ago, I'm over it."

Flash reached into the bowl and grabbed a piece, "It's just crazy…to think that Puny Parker was the man who I idolized. I never would've suspected it."

"Crazy how things work like that, right?" Peter noticed as he realized something else, "You were friends with Spider-Man and a future Green Goblin."

"And here I am being Venom right now..." Flash replied, "Say where is Harry?"

Peter pulled out a profile on him, "Working here, actually. You know what'd be funny? If you, him, and I were in a trio of crime fighters, that's what."

Flash laughed at the idea, "I doubt it. Harry probably doesn't want to put that costume back on anyway. Not with all the tragedy behind it…"

"Speaking of tragedy behind the costume," Peter began, "what's with you? You seem cheery for somebody with a symbiote."

"That? Well it's a long story. The symbiote and I have put aside our differences it seems." Flash explained, "I guess the suit wasn't always evil. At least that's what I was told…"

"What you were told?" Peter questioned and Flash just waved it off, "Like I said, long story…I gotta get back to Philly soon."

"But why?" Peter asked, and Flash answered, "I got unsettled business there. I asked Eddie to do me a favor and I doubt he followed through."

"Actually from what I hear, he's been doing a good job in Philly along with…Toxin?" Peter thought, "And if you can believe this, Carnage. All three of them."

Flash thought, "Wait…Toxin and Eddie? Andi didn't…there's no way…" but then he replied, "Huh. Maybe I'll stay just long enough to see Harry."

Peter asked one more thing of his friend, "I'm gonna need more than that, Flash. I'm gonna need Venom to help me with something."

"Anything for a friend." Flash replied and Peter continued, "How would you like a job 'bodyguarding' for me? I pay good and I also happen to have some work for you already."

Flash gave Peter's offer some thought and agreed, "You got yourself a deal." The two proceeded to shake hands.

Now a day later, everything seemed quiet. The heroes were wrapping up capturing the Sinister Six-Thousand, and imprisoning them back in their respective universes but something was too quiet.

Later on that night, things got more exciting. It was Alchemax, and it was dull. Kobold Buhmann was sitting in his office, writing something out but suddenly his window broke open and he ducked beneath his desk. Indiscriminant Goblins all flooded inside and they all laughed. Kobold screamed and went underneath his desk.

A Goblin threw the desk up and grabbed the man by his suit, "You shouldn't have bought this company!"

Another Goblin agreed, "Yeah, the boss is mad at ya now!"

The old man struggled in their grasp, "I don't know what you're talking about!"

The Goblin that was holding him hostage held him out the broken window, "He had plans for Alchemax…and you're going to pay for ruining them."

He dropped the aging CEO and walked away until one of them noticed something, "Wait…I didn't hear a splat."

Another one noted that, "Yeah, no splat. What's up with that?" One of them checked the window and saw no Kobold on the ground, "What gives?!"

Suddenly, they were attacked by a woman in a white hood, "That's what gives, creepozoids!" It was Spider-Gwen!

She kicked one in the head and punched another in the gut. This commotion eventually had another Goblin join in the fight, the Goblin King AKA Phil Urich. Phil flew in, and had a whole lot of wrappings around his mid-torso. Spider-Gwen took immediate notice, "Whoa…what happened to you?"

Urich shoved her aside and said, "It's a story you won't have time to hear. You're going on a trip, and it's straight to Hell!" He pulled out his flame sword nearly hacked her until a Goblin grabbed him from behind. The mook pulled Urich back as he asked, "I'm the leader of the Goblin Nation, what are you doing?!"

"The real boss is back!" the Goblin proclaimed, "You ain't the Goblin King no more!" Urich broke free of their grasp and even slashed one apart with his sword, "Well I'm not going back to Goblin Knight, that's for damn sure!"

A Goblin threw a pumpkin bomb, but he cut it before it even reached him, "And nobody's going to take the name Goblin King from me, even if Norman freakin' Osborn is back! I took the name and rightfully earned it as that coward hid away!"

Spider-Gwen got back up and sucker punched him, "Stop talking already, geez. You're giving me a migraine here!"

A Goblin nearly tripped her up, but she jumped up. While in the air, she delivered a kick to the goon's face and the rest decided to leave, "Ah geez, with the old man gone there ain't nothing for us."

Urich too had vanished and she found it odd. Kobold walked in through the door and shook her hand, "Thank you for saving me."

She treated it as nothing special, "Oh don't worry about it."

He was about to ask her who she was, but when he blinked she was gone. He looked out the giant hole in his office that opened into the night sky as he sighed, "This'll take quite a bit to fix."

The old man turned away and when he did he felt a tug on his leg. He turned around and saw Black Cat standing there. She grinned a devilish grin at him, "Well well, how're you doing Mr. Buhmann?"

Kobold gave the thief a cold glare, "I don't think you want to steal from me."

She cleared his misconception, "I'm not here to steal from you I'm here to make a deal with you."

Kobold placed his hand to her face, "I don't need to listen to offers from scoundrels like you, Ms. Hardy. It'd be wise for you to leave before I decide to involve the authorities."

Felicia wiggled her finger, "Don't be that way. I've got some friends who could give you some great protection."

Kobold shook his head, "I've already got great security, from both the heroes of this city and my bodyguards."

She sighed, "You can't rely on the heroes of this city. They're…a problem, you see? They could turn on you any second."

"How many times must I tell you?" Kobold wondered, "I'm not taking your offer." He then walked out of the smashed up office and slammed the door behind him.

Her look faded to disappointment, "You'll regret that decision, old man." She dived out the window grappled onto another building with her grappling hook. She climbed to the top and pulled a device out of cleavage. It was a communicator. She called up her boss, the Hobgoblin, "Alright, Kingsley it looks like the old man wouldn't take our offer."

"That's fine, I've got other connections." Hobby replied with glee, "We won't worry about him we've got bigger connections in this city.

"But he's competition!" She objected, but Kingsley silenced her, "You're thinking too small. You don't know how to rule a criminal empire, dear. I'm just showing you the ropes. You can't take out the competition so soon. You've got to watch them…see what they're doing. Then when you snub them, you can watch as they fall beneath you. That's when you cut them off and take everything they love."

Felicia scratched the back of her neck, "Must it be so drastic?"

"You wanted into the business bigger than ever, you aren't going to pussyfoot out on me are you? Remember what Spider-Man did to you. You don't want that to happen again…"

She gulped, "Yes, I remember. I'm sorry I doubted you, we'll wait."

Kingsley slightly chuckled, "Good, you're learning quickly. One day you'll make a good crime boss just like me."

Felicia shrugged off her suspicions of Kingsley and nodded, "I already know I will be."

"That's the confidence I like to see!" Kingsley said with enthusiasm, "I've already got our other friend recruiting a much more important man…"

And the next day, Spider-Man 2099 and Peter were talking, "Alright Miguel, I need you to head to Earth-78127 to find Otto Octavius and apprehend him along with another rogue Spider."

"I thought you defeated him." Miguel nonchalantly said, but Peter shook his head, "He escaped. The guy's like a snake…but he's in this dimension. You won't be going alone, Flash will come too."

Flash looked up and he asked, "I am?"

"Yep, so get your suit on and get going." Peter answered. Flash got up and the symbiote morphed around him into his familiar armor from before he left Earth, "Might as well go back to basics."

Peter flipped a switch and the teleporting device activated. A wormhole appeared in the gate. Flash ran inside and Miguel followed. When they looked next, they were in New York and things seemed to be the same. Flash looked around and wondered, "Why would Peter need us to come here?"

Miguel replied, "Don't judge a place by first arrivals I've learned that the hard way." Flash looked around and noticed something in the distance. It was a red silhouette swinging around. He pointed it out, "Think that's another Spider?"

"Might be Otto" Miguel answered, "or it could be that other rogue Spider that was mentioned."

Flash wondered, "Hey, how did Pete know that there was another rogue Spider with Otto?" Miguel shrugged, "Maybe us Spiders have different frequencies than the average person that allows him to detect us…or maybe he just used a spider tracer."

When Flash looked again, that silhouette was just standing on a building, watching them. Flash gulped, "I don't like the looks of that guy."

"Let's get 'im." Miguel replied. Flash readied his pistols as Miguel got ready to engage but they were taken by surprise when a noxious green gas filled the air around them. They began to cough, "Ugh what is this stuff?!"

They could hear the laughing of two men, but they couldn't see well. Flash was able to breath thanks to his symbiote, but Miguel wasn't so lucky. Flash tried to guide him out, but then he heard a loud noise. This sent him down in an instant and he yelped in pain, "God make it stop!"

Miguel made it out of the green smoke and saw it was Otto and Crime Master behind the attack. Crime Master directed his attention to Miguel, "Well look what we've got here."

Miguel brandished his claws, "I'd suggest you leave him alone."

Otto showed off his claws as well, but Crime Master pushed him aside, "Let me handle this…its personal."

The green gas flowed away, freeing up Flash. The piercing noise also stopped, but before Flash could retaliate he was attacked by another Spider. This one was all red with miniscule black lines covering his upper torso and head. This Spider's hand formed into a blade that attempted to stab Flash until he was shoved off by Thompson.

Flash saw the man dressed as Crime Master and nearly went berserk. He almost formed a mouth until it faded back and he almost grew monstrous until Flash settled down, "Picked the wrong costume to wear you son of a bitch."

Crime Master turned to Flash and threw out a sonic grenade, "Time for you to shut up."

Flash again fell on the ground in pain but he crawled up to the grenade and smashed it. He tried to get Crime Master, but that red psychotic Spider grabbed him again, "Don't think you're playing with him yet!"

Flash looked back and asked, "Who even are you?!" The Spider laughed, "I'm the Spider! And I like your outfit, but I don't like the material it's made from…I think I'll rip it off!"

Back with Miguel, he was struggling with Crime Master. Crime Master tried to stab the future hero, but Miguel narrowly avoided his knife. Crime Master growled, "Accept your death!"

Miguel asked, "If nobody here is the Spider from this universe, then where is he?"

Otto laughed, "That's the best part of our plan we lured you to a universe where the Spider who was supposed to be here died years ago!"

Spider joined in the cackling, "Yeah, and that Spider-Man was Captain Spider, otherwise known as Flash over there!" His hand again formed into a blade, but Flash grabbed the blade which afterwards he used against Spider after breaking out of the psycho's grip. He pointed the blade back at him, "Well unlike him, I don't intend on dying!"

The blade reformed back into Spider's hand. He instead chose to form his hands into claws, which he rammed right into Flash's abdomen. He shoved the claws out and shot Spider right between the eyes. The bullet wound healed, but that's when Flash realized something was similar about this suit Spider was wearing. It was Carnage's suit! He pulled out a flame grenade and sneered. He threw the pin off and threw it at the crazy symbiote. The beast screeched while being engulfed by the flames.

Miguel was winning against Crime Master until he was taken by surprise by Otto, who stabbed him from behind with his claws. Miguel was distracted by Otto's attack, which allowed Crime master to stab the knife right into his shoulder blades. The future Spider-Man screamed which came before him falling to the ground. Crime Master pulled his knife out of Miguel's shoulder and got ready to do another stab in his head, "I've been waiting to do this for a long time…"

Flash used webs to trip the criminal up. Otto turned to Flash and the flames that formed around him. Flash picked Miguel up and retreated.

Crime Master groaned, "They got away!"

The fire from the flame grenade finally died down and Spider walked out, "What a shame, playing with that black one was a lot of fun."

"They're gone…" Otto remarked, "But they didn't get away."

Crime Master looked at Otto, "What do you mean?"

He tapped his head as if to say 'think will ya?' He then explained, "I guess a simpleton such as yourself wouldn't get it, but we already know their homebase in 616."

Crime Master facepalmed, "I know but attack thing at homebase would be foolish. We'll get them, though…for now I have other things I need to focus on in 616."

Back in 616, everything seemed normal. That was including normal at Ryker's Island. Mysterio and Fred Myers were allowed back into the therapy sessions with this rather eccentric doctor.

Beck sat back in his seat with his arms crossed, "It's either this or breaking rocks in this wintery weather."

The doctor welcomed the group back, "Welcome back recovering crooks, what would we like to talk about today?"

Tiberius Stone started, "I'd like to begin by saying that I still didn't do it! I was framed! Liz Allen dying wasn't my fault!"

The doctor turned to Stone, "It's alright, Stone. Let it all out."

An inmate spoke out, "Ahhh shut up, just admit you did it! You're already here!"

"But I didn't!" Tiberius denied, but everyone in attendance groaned. Fred said, "You start out every single meeting like this!"

"I do it because I didn't do it!" Tiberius said, and a man agreed, "I know you didn't."

The doctor asked, "Who was that?"

Crime Master appeared and said, "I did." The doctor backed away, "How'd you get in?"

Crime Master pulled out his gun and shot the doctor, "It's a secret."

The prisoners cheered and begged, "Let us out!" Crime Master shook his head, "I'm only here for one person."

Beck recognized Crime Master and figured out how he got in, "You double crosser! You sold me out!"

Crime Master shoved Beck away and grabbed Tiberius, "C'mon, you're coming with me gramps!"

Tiberius gasped, "What are you doing with me?!"

Crime Master ran while still holding Tiberius, "I'm getting you outta here!"

Quentin got back up and tried to chase after them, "You aren't escaping you traitor!"

Crime Master turned around and began to run backwards with Tiberius, "I already have!" He began to shoot Beck with his free hand, but Beck slid under the gunfire. Crime Master tossed the gun at Beck and he picked it up. He tried firing, but it was out of bullets. Before vanishing again, Crime Master destroyed the security cameras. Beck looked around and saw the crook was gone, "Damn it!"

Security finally showed up and saw Quentin holding the gun. They tackled him down. He got cuffs slapped on his wrist, "But I didn't do it!"

The guards picked him up and began to drag him away. "Any proof?"

"Check the security tapes!" Beck pleaded but a guard shot that down, "The tapes were taken by someone unknown."

Prisoners began to speak out by yelling things like, "Quentin is innocent!" and "Beck didn't do it!"

The guards looked at each other and decided to let the courts decide.

As this happened, two more Spiders were sent to Earth-311, the world of Marvel 1602. This team was made up of Lady Spider and Spider-Man Noir. They fell in and Noir noted, "Seems like each time I get sent somewhere, it's a regress in time."

"This gap is bigger than my time to your time, though." Lady Spider replied. Noir sighed, "I just hope I don't get sent to the Stone Age."

They found themselves at the Globe Theater, which was a place of much entertainment, and on that night was everyone's favorite performer, the Man of Many Masquerades, the man with the amazing ability to impersonate any and all people. Lady Spidey and Noir watched this performance out of sight.

The amazing Man of Many Masquerades welcomed the audience with his blank white slate of a face, "Welcome, welcome! You are all here for a reason, and that is to watch the magic…the magic of transformation!"

A puff of smoke appeared and when it vanished, he looked exactly like a man in the audience. Everybody clapped. The smoke appeared once again and he was back to normal, "If you think that's the beginning, you have yet to see anything yet!"

More smoke appeared and vanished. When it was gone, he looked like a woman in the audience and even did her voice perfectly, "I can even sound like anybody!" The audience cheered as the Man once again went back to his normal form. Noir looked at Lady Spider, "I don't like the looks of this guy."

"Me neither…should we jump him?" she asked, but Noir shook his head, "Let's wait."

Suddenly, the doors locked and the Man of Many Masquerades laughed, "Now for my greatest act! I shall now rob you all of your shillings."

The people tried to run away, but the doors were locked, "Do not bother, I've locked everything up." Shadows rose out of the ground and gathered around the Man, "These guys locked everything up, I mean." People were panicking at this entire thing as they tried to escape, and even called the Man a warlock.

Noir jumped in and kicked the Man in his face. He went down, but the shadow demons surrounded him. He tried to fend them off, but they didn't seem to be going down. Lady Spider leapt down as well and landed on his mechanical legs, "Well this is going well."

When the shadows vanished and when she looked up she saw two Noirs, "Uh oh."

One Noir pointed at the other, "You don't really think this guy is the real thing, do you?"

The other Noir calmly said, "May, you know who to choose."

May smacked the panicking Noir, which made him react negatively, "Hey, I'm not the fake here!"

"But he knows my name!" May replied. The other Noir was surrounded by shadows, "You can thank my friends right here for telling me that."

Noir punched the other Noir in the face, which made him revert back to normal. He punched Noir right back, which Noir ducked beneath. Lady Spidey tried get a hit in, but a shadow grabbed her from behind. She broke out of the demon's grasp and asked, "What on god's green Earth are these guys?!"

A window broke, and a man fell in dressed in red and blue, "I'd thank'ye kindly if you'd let these poor people out."

The shadows backed away from Lady Spider, and surrounded Spider. He looked at them, "This is a bit of a problem now, innit? Well, I'll take care of it!" He began to fight the ghostly apparitions, but it didn't do much. They just kept reforming, so he went straight for the source. He leapt up and swung right into the Man of Many Masquerades. He stumbled around in a confused daze and he shook his head, "Bah, I will take care of you yet."

Word got out that a warlock had invaded the theater and it was ruled to burn it down with the people still inside. Spider came in to break down the locked doors before the fire started. He looked at Lady Spider and asked her, "Please take care'a these fine folks. The mayor is burnin' it down before these fine people can get out."

Lady Spidey listened and broke down a door. Everyone got out safely, and Lady Spidey sighed, "At least they're safe."

The theater began to catch on fire from the outside, and eventually the fire got inside. The Man of Many Masquerades sneered, "I'll be back, Spider! And when I am, you won't know who I am." He then used his shapeshifting powers to vanish into the crowed. The shadows then followed with him.

The three other Spiders dashed out of the burning theater and watched on as it burned down. Spider sighed, "I really liked that theater too."

Lady Spider looked at it and sighed, "What a shame…anyway thanks for the help back there."

"Tis little problem." He replied, "Maybe we should keep in contact?"

She handed him a little wrist device, "This should help."

"Do you think he really knows how to use it?" Noir asked, but Spider just brushed it off, "I'll figure it out! I'll be seein' ya now."

The two alternate dimensional Spiders left and Parquagh walked over to the burned remains of the theater, "I know that warlock will be back, but he might be right. I'll never see 'im comin' with disguises like that."


	14. 13: Spider-Ham's Wacky World

All was mostly well in Philadelphia, Flash's old dwellings. But news had hit that Venom was crawling around New York.

"Venom returns to New York?" a man pacing around a dark room with the windows boarded shut, "It's about darn time too."

He looked on the ground, where he saw a pumpkin laying on the ground. He picked it up and placed it on his head. The room illuminated as a halo of flames surrounded the pumpkin and the man's head, "I'll have to finish what he started when he killed pops."

He opened up a closet and various Goblin-esque weapons were inside. He pulled out a broom infused with jets, "Looks like I'm taking a trip to New York."

He hopped on the broom and flew right through the ceiling while exclaiming, "LOOK OUT! JACK IS BACK!"

Watching him was a girl wearing a symbiote resembling Venom. Another person watching was Eddie Brock. Finally, there were two men in red and black symbiotes. One of them was Carnage but the other looked like Toxin but Eddie was Toxin…or at least he was.

Eddie was the only one without a suit, but he seemingly didn't need one. He kept up with the other three surprisingly well. He used all kinds of weaponry to give him an advantage over any enemies, all of which were strapped onto a tactical vest. He observed the madman flying away and asked, "Wonder where he's going…"

Carnage was quick to answer, "I'll tell you where! To Hell when we're done with him!"

Mania replied, "Who cares! Let's finish him!"

Toxin pointed out the only option that Eddie liked, "New York probably. Haven't you read the news? Venom's back."

Eddie got out a phone-like device. He tapped on it a bit before saying, "I've placed a marker to New York City on the GPS. We're heading there to stop him."

Andi sighed, "Really? I'm still mad at him for leaving me here."

"Put that aside and come on. We'll take the van." Eddie replied. Cletus asked, "Do we have to? It smells like my old home used to in there! Can't we just swing?"

Toxin shook his head, "Not all of us can swing."

"You ain't the boss of me, son!" Cletus objected but Eddie shot his suggestion down, "We're taking the van."

Eddie removed his eyes from the binoculars he was using to spy on Jack with and got in the van, "Let's go."

They went from the rooftop to the ground and packed into the van. It was crowded, but it was their only choice to get there at once. Cletus slapped a, "New York or Bust" stick on the side of the van, after that they took off to the big apple.

Back in New York, Spider-Man was visiting Ryker's Island. He walked inside to ask if he could see Mysterio. The guards obliged and he walked into Mysterio's cell, which was solitary confinement. Everyone was unsure on whether Beck truly did it, so they threw him in until a conclusion was reached.

Spider-Man walked in and greeted the rather sour villain, "So how's prison, Beck?"

Beck sneered, "Let's cut to the chase, why are you here?"

"I'm here to ask about the Sinister Six-Thousand." Peter answered, "How are you controlling them from prison?"

Beck was shocked he was being accused of this, "I don't know because I'm not!"

Spider-Man didn't buy it, "Don't gotta lie to me. Not like you're gonna go to jail since you're already here. Something's going on and you've got to be behind it."

Beck laughed, "It ain't me it's someone else! Probably Crime Master…he bailed Tiberius Stone out. He tricked us both."

"Crime Master? I only saw him once in that whole thing." Spidey replied with a growing sense of doubt, "But if he is, then maybe you can help us."

Beck went from grumpy to showing interest within seconds, "In what way can I help you?"

"You know the 6,000 better than any of us." Peter answered, "That and I know you. You're tricky and I can't trust you to be imprisoned here. You always find a way to weasel your way out just like you did in 1610. I'm going to keep a close eye on your at Parker Industries."

Beck thought about the deal and obliged, "I'll help you if only to get back at those who have betrayed me. You have a deal."

Spidey smirked, "Good. I'll have ' ' bail you out."

Peter walked out of the cell and asked a guard, "How much is it to bail that guy out."

"I dunno…trying to conquer the entire multiverse would mean a pretty big charge." The guard replied rather confused. Spidey replied, "Send the bill to Peter Parker, he'll pay."

The guard nodded, "Uhhh alright." The cell door opened, which Beck walked out of. Spidey webbed up a pair of cuffs around his hands. He grabbed his shoulder and the two walked into the main office.

The man at the front desk pulled out a box labeled 'Beck's Items.'

He opened it and its contents were a dome, a green outfit, golden boots, golden gloves, a purple cape, and various other gadgets, "Here you go, chief."

Spidey grabbed the box as walked out with Beck still chained up.

Beck sighed as he walked in the snowy weather, "Don't you have a better mode of transportation?"

"Yep." Peter answered. He asked, "Aren't you going to use it?"

"Nope." Peter replied with a smug smile beneath his mask. Quentin groaned, "This is going to be painful."

Peter's smirked turned into a smile, "You bet it will be."

As the two prepared the Hobgoblin did too. He was visiting Earth-65, the world where Spider-Gwen was from. The first thing he saw when he entered the universe was a mourning Captain Stacy.

The man clad in orange walked up to the officer with a frown, "What is ever the matter officer?"

Stacy was about to say but then he looked to the Hobgoblin with a gasp, "What are you?!"

"Doesn't matter, I asked first. Be polite and answer." Hobby asked of him. Stacy looked nervous, but he went along with it, "It's my daughter…she vanished and I haven't seen her since two days ago."

Hobby feigned sadness, "I'm so sorry to hear that…but I think I can help." Stacy got curious, "How?"

"I need your help first, Captain. I need you to garner support for me, the Hobgoblin." The villain demanded, "Then I'll help you find your daughter."

Stacy looked unsure, "I don't know. How will you know where she is?"

"Because, dear captain…I have the technology to do so and nobody else here does." Hobgoblin boasted as he pulled back his glove, exposing a piece of technology on his wrist. He used his finger to type in Captain Stacy's name and it pointed out his location. Captain Stacy gasped, "That's incredible! Alright…fine. What do you need support on?"

Hobgoblin smiled, "Help me rally this city against Oscorp. I want their company."

Stacy rubbed his chin, "How're we going to do that?"

"Leave most of it to me. Just have Norman Osborn arrested. You'll know when." Hobgoblin replied, to which Captain Stacy furrowed his brow, "Wait are you going to frame Osborn of something?"

Hobgoblin tapped the device on his wrist, "You want to find your daughter, don't you?"

Stacy sighed and nodded, "Yes, I want to find my daughter."

"Then do it." Hobgoblin demanded as he walked away. Stacy looked away with regret but he agreed, "Alright." When he turned to where the Hobgoblin was, he was gone!

Hobgoblin vanished to Earth-000. The empty void was starting to feel less empty since construction on building began. It wasn't easy to build in a void, but the technology Hobby smuggled from 2099 made the process that much quicker and easier.

He looked at the construction and gave a sigh of satisfaction, "This is going to be big."

Crime Master walked up to Kingsley and said, "Roderick, Felicia's getting suspicious."

"What do you mean?" Kingsley asked. Crime Master replied, "She wants to meet you in person. We can't expose her to all of this."

Hobgoblin thought, "Nobody must know except for our top men." What he said was different, "I'll see what I can do."

Crime Master then pulled a newspaper out of his jacket, and on the front page headline was, "Flood of Goblins!"

Kingsley looked at the paper and asked, "What is this?"

"It's the newspaper, sir." Crime Master replied. Hobgoblin frowned, "I know it's a newspaper, but what's with the headline?!"

"The Green Goblin has been reportedly showing up around town, as have the Goblin King, and you." Crime Master answered.

Hobgoblin looked at Crime Master with a face showing disgust, "Me?! I haven't been wearing this costume around New York!"

Crime Master thought about it and said, "Then there's another Hobgoblin running around."

"Another Hobgoblin…" he sighed, "we'll worry about it later. For now, we've got bigger plans."

Crime Master nodded, "Of course, Kingsley. I'll take care of everything."

Hobgoblin folded his hands and looked at the soon to be skyscraper, "You have no idea how much money we're going to make off of this…"

The villains plotted, but the heroes were just as quick to help foil those plots. One such hero was Silk, who travelled back to Earth-8311, home to the Spectacular Spider-Ham!

She arrived and noticed something weird, "Everyone is an animal here…"

She walked around casually, but everyone was giving her odd stares. Spider-Ham recognized what everyone else considered an odd creature, and he walked up to her, "Lady are you lost?"

"Hm? Oh no, no. I'm not lost, but thanks for asking." She said before realizing something, "Hey wait, I'm supposed to be looking for you."

Spider-Ham gulped, "Does this have anything to do with Earth-616?"

"Yes!" she confirmed. Spider-Ham sighed, "If that Parker guy wants my help, you can count me out."

She looked at him with a sad expression. He continued to shake his head, "No way, no how." She got even sadder and he groaned, "Alright, alright! But first, you gotta help me!"

She smiled, "With anything you ask!" Spider-Ham pointed out to the rest of the city, and it was in ruins, "In case you haven't noticed, my old foe Pork Grind is on a rampage and I really don't feel like bothering him."

Standing in the fire was Pork Grind, a larger pig covered in a suit similar to Venom's. He spoke in a thick Austrian accent, "Dis ees eet! Ah will dehstroy alla dis city and den craaash de Spider-Ham!"

She giggled, "He sure talks funny." Spider-Ham smacked her thigh, which is as high as he stood, "This is no laughin' matter! He's a ferocious beast of a pig!"

Pork Grind noticed him and web yanked him over. Silk watched in abject horror as Pork Grind began to contort. He squashed him, he crushed him, he absolutely smashed him! Spider-Ham tried to escape, but Prok Grind grabbed him once again, "Dis ees naht ovah, leetle Ham! I weel make you flatter dan mama's pancake!"

He pulled a giant mallet out of nowhere and used it to flatten Spider-Ham. Spider-Ham yelped couldn't speak. His hand popped out with a sign that said, "Help." Pork Grind then took the sign and used it to smack the hand back down. Silk gulped and walked up to Pork Grinder. Pork Grind showed off his very large teeth, "Wat do you want weird lady?"

She punched him in the snout which made him splat right into a wall. He popped out of the wall as he grabbed the mallet again. He smacked the comically large mallet into her and it did…nothing. He clonked it into her again, but it hardly did a thing. Spider-Ham realized something, "Wait she ain't apart of our world! She must not be affected by our cartoony antics!"

Pork Grind growled as he pulled out an even bigger mallet. He smacked her again, and that one actually left a mark. She got back up and shot webs at Pork Grind. He tried to break out, but nothing happened. Pork Grind yelled, "DAAAGHGHGHGH WAT EES GOINK ON?!"

Spider-Ham laughed. Silk joined in too. Pork Grind struggled in his constraints until he eventually broke out, "EET EES MAH TURN NOW!"

Spider-Ham picked up Pork Grind's mallet. Pork Grind picked up his even bigger mallet and the two got into a mallet fight. Silk watched with utter enjoyment, but that enjoyment didn't last long.

Another human was there and making his presence known. That man was of course, the Sandman. He looked at all the weird funny animals with anger, "I hate this place! Why did I even join that stupid Sinister 6,000 group, its left me with nothin' but trouble?"

Silk turned her attention to Sandman, "Uh oh."

Sandman laughed, "Uh oh is right, lady." His hand turned into an even larger mallet than either Pork Grind or Spider-Ham's. He used that mallet hand to slam Cindy into a wall. She got up and rubbed her head, "I'll feel that in the morning…"

Sandman laughed until Pork Grind turned to him, "Hey you! Dis is mah fight! Ah weel naht let you take eet frahm me!"

Sandman looked at the muscular pig and laughed, "What are you gonna do, porkchop?"

Pork Grind reached into his pocket. What he pulled out sent Sandman running! It was a comically sized flame thrower. He started to spray him, leaving every single sand particle to turn to glass.

Silk looked at the Sandman glass statue with curiosity. She poked it and it fell to pieces, "Uh-Oh."

Pork Grind walked over to Silk with the flame thrower, "Hasta la vista, spider!"

She kicked him away without even looking away from the glass shards. Spider-Ham grabbed the shards and compacted them into a glass ball, "Well that's all straightened out."

"How'd you do that?" She asked and Spider-Ham shrugged, "Cartoon physics."

She waved him goodbye as she stepped into the wormhole with the glass ball. Spider-Ham waved her off with a smile, "Well that's taken care of."

She walked in through Parker Industries' wormhole gate and placed the glass ball on the table. She saw Peter walking by but more shocking she saw Quentin Beck. She readied her fist and punched him right in the gut, "What are you doing here?!"

Beck yelped in pain. Peter laughed but then straightened himself out. He shook his head, "Cindy, he's with us now. Don't…don't do that."

"Why is he here?!"she inquired. Peter answered calmly, "He's going to help us find the rest of the Sinister Six-Thousand."

She shook her head, "Do you really think we can trust him?" Peter pondered that and shrugged, "I don't exactly trust him but I can hope so."

Beck recovered from being punched in his gut, "Oh trust me, I want those cowards in as much as you do. But after that…it's back to our old ways."

Peter nodded, "I'll accept to those terms."

"I assume you already have most of them caught." Beck replied, "The Sinister Six-Thousand was just a name. We built up having an army that large but it wasn't that much. Some of it was compiled up of illusions and others were just two-bit thugs."

Cindy looked curiously at Beck, "You certainly don't look like how I expected you to be. For someone who claimed to be a god, you're…average."

"Don't remind me." Beck said, "Please tell me I don't gotta put up with this broad anymore."

Peter motioned for Cindy to leave. She promptly did. Only Peter and Quentin were in the room, two foes that have put aside their differences.

They stared each other down for minutes after Cindy left until Beck said something, "So when am I going to get involved?"

Peter remained silent for another minute before saying, "Soon. For now, you're going to remain inside these lower corridors where nobody will know you're here. If you try to escape, I'll know."

Quentin sighed, "Very well. I want to get back at the treachery done upon me."

Ben Reilly and Kaine were inspecting New York, trying to find Spider-Gwen. Kaine looked at Ben as he said, "Look what you've done! You let her out and we can't find her!"

Ben remained calm as Kaine's anger kept rising, "Calm down, Kaine. We'll find her."

Kaine crossed his arms, "We better, at least before Peter finds out."

"What if Peter does find out?" Ben asked. Kaine looked at him, "Then it'll mean trouble. You know how he's not entirely over that Gwen thing."

"Yeesh, you're right." Ben realized as he began to sweat, "We'll have to hurry."

Before long, they suddenly they saw Hobgoblin flying towards the Alchemax building. They both shot strands of webs at the glider, hoping to prevent him from crashing into the building. Eventually more web strands shot out, and it was from Spider-Gwen. The strength of the three of them pulled him to the building they were standing on. He swung off of his glider and right into a water tower. He crawled out of the debris and mumbled, "I've survived worse."

The three of them looked pretty happy with themselves until Hobgoblin pulled out a flame sword, "I'll have to thank Philly for loaning this to me. Wait, I stole it from him."

One odd thing that was noted about this Hobgoblin is that he held the sword with his left hand when the Hobgoblin seemed primarily right handed. Spider-Gwen gulped when staring at that sword, "Now how does that work?"

"We'll be done with him so quickly we won't have time to find out…" Kaine quipped and Ben actually laughed, "That was a good one!"

"I didn't mean for that to be funny." Kaine replied sourly. Hobgoblin threw a pumpkin bomb, interrupting their little conversation, "Less talking, more dying!"

Spider-Gwen shot a web at the bomb, which made it fling away, "Yes!" It then hit another building, causing some property damage, "Wait no, not yes."

Kaine shook his head, "Nice goin', rookie." Ben smiled, "Don't worry about it. It happens all the time."

Hobgoblin screeched, "This is personal, Spiders! Kobold must pay for what he's done to me!"

Kaine just straight up punched him in the nose, "Don't care."

Hobby flipped back but managed to stay up, "Well you should. I'll teach him a lesson or two."

He reached into his bag and threw another pumpkin bomb. Ben ducked below it, after which he shot a strand of web at it. He swung the bomb around until it went right back at Hobby. The bomb scraped his knee, causing it to explode. That sent Hobby to the floor. He got back up, albeit while limping.

Spider-Gwen was watching in awe as the two more experience Spiders whooped the Goblin to high heaven, "I wonder when I'll get that good."

The two clones stood over the Hobgoblin. Ben tried to do a fist bump, but Kaine just lowered his brother from another dimension's hand. Ben shrugged and decided to stomp on Hobby's chest, "That's strange normally you're much better than this."

Kaine suggested something that might explain this, "Think it's a dupe?" This offset Hobby, "I am no dupe! I'm the real deal!"

He shoved them both off and limped off of the building. Wings popped out from his back, which tore his cape to shreds, "This is far from over, Spiders! Hobgoblin will become victorious against all competition!"

He flew away. Kaine was ready to chase after him until Ben placed his hand on his angry brother's shoulder, "We got bigger problems here, Kaine."

He motioned to Gwen. Kaine looked at her and then nodded, "You're right." They walked over to Gwen with their arms crossed. Gwen gulped, "Uhhhh…"

"Got lots of explaining to do." Ben said to her in a slightly disappointed tone. She tried to shirk her way out of this, "But…"

Kaine stared daggers at her as soon as she attempted it so she just remained silent. Ben turned to Kaine, "Let me do the talking, you're scaring her."

Kaine scowled but obliged, "Fine." Ben asked in a slightly more responsive tone, "What's the matter?"

She began to speak, "Well…" but then she swung away, prompting Kaine to yell at Ben, "You let her get away!"

Ben then turned to Kaine, "Okay, okay. What's your problem?"

"What do you mean?" he asked in a grumpy way. Ben answered, "You're more moody than usual."

Kaine decided to tell his brother, "Alright, alright Ben. I'll tell you. I don't know if where you come from has me being good or bad but here I moved to Houston and was perfectly okay with it. Peter had to call me here and I have to leave my sidekick. That Gwen reminds me of her somewhat."

Ben patted his brother's shoulder, "Don't worry, Kaine. Soon everything will be back to normal and maybe we'll all get to go back home…"

"I highly doubt that." Kaine replied, ever the pessimist. Not that he was wrong to believe that…

Tomorrow would be especially busy as there was going to be a big party at Parker Industries with various CEOS and other business executives attending. With that many possible targets, you can guarantee people would be there to crash the party.


	15. 14: The Ballroom Blitz

"It's finally here! Today is the day that my much anticipated Parker Industries ball was going to happen. Hope it goes well…" a tired Peter Parker thought as he rose up from his bed to get on his daily routine, "This is my first big impression on my competitors."

He stepped out of his bed with a spring to his step, which was rather unusual for him. He usually woke up groggily due to late night crime fighting. Maybe with other Spider-People besides him, that made his life that much easier. He of course began by showering, getting dressed, and then eating breakfast.

He looked out his window to the dark sky, seeing as how it was winter it was expected the sky wouldn't be bright this early. He thought about making the trek to Parker Industries this early, but he decided to not rush. He sipped his coffee before sitting on the couch, hoping to relax the morning away. That wouldn't happen however as he soon got a call on his phone. He picked up, "Hello?"

"Hello Mr. Parker. Having a nice relaxation time?" the person on the other line asked. Peter recognized this voice right from the get go, "Hobgoblin?!" Hobgoblin chuckled, "Why yes it is, thanks for noticing. I guess I've just got a nice distinctive voice!"

"What do you want?" Peter annoyingly replied.

The Hobgoblin made it very clear, "The funds from your company. If you could just liquidate it all to me, that'd be great." Peter denied it, "In your dreams, creep! I'm not going to let you intimidate me."

Hobgoblin obviously disapproved of his decision, "Oh…enjoy your party, Mr. Parker." After that not so subtle threat, Hobby had hung up. Peter looked at the phone with mixed feelings. He wanted to hold that party but yet…he knew that was an obvious threat. He doesn't want to put those people's lives in danger. Not to mention it was far too late to cancel the ball when so much money had been sunk into it.

He then had an idea! He'd have the guards on high alert, and then have some Spiders there to help him out. It was his best bet to keep everything safe…

As the day dragged on, anticipation grew. Yet not everything was so focused on that, considering there were still members of the Sinister Six Thousand to clean up. Mysterio pointed the group that consisted of Miguel O'Hara and Mayday Parker to a world where the man known as Kraven the Hunter lies. This world was the world where the Superior Spider-Man originated from, so it should be interesting.

Miguel and Mayday walked into the gate with little hesitation. When they entered this new world it was as bleak as when Beck first entered. Mayday shook her head, "Wow…this is what New York would be like if Otto was left in dad's body…"

Miguel took it all in, "Yeah, this really is something else." Something had changed since we were last here.

Everything was more active, but these weren't just the average passerby. They were men and women in Goblin outfit roaming around, or they were barely dressed at all in rags as they gathered around barrel fires. If they weren't gathered around those, then they were gathered around the brawls that broke out all too often.

It was not a pretty sight to witness. Miguel shook his head, "Wow…and I thought 2099 was a hectic place."

"I'm sure it could be worse" Mayday tried to reassure, "but I'm not sure how. Are you sure we're in New York? This seems like Hell."

Miguel confirmed they were, "Yep, but I can't imagine Hell being much worse." A man in a Goblin mask recognized their outfits as familiar, "Oh no…oh no oh no oh no." He signaled to his dressed up pals, pointing out the two of them. The entire group marched over to the two of them, "What're you doin' here?"

Mayday was ready to fight but Miguel held her back, "What's it to you?" One of the Goblins said, "As if we don't have enough multidimensional squatters! Get outta here before we make you leave!"

Miguel reasoned with them, "We're here to remove those 'squatters' so if you just let us through…" He tried to shove his way into the crowd, but they shoved him away. One pulled out a shiv, pointing it at the future Spider, "I said leave." Mayday webyanked the shiv out of the thug's hands, "I don't think so."

Another one picked up the shiv and attempted to stab her. Miguel kicked him away before he could luckily enough. The seeming leader of the group sneered, "You come into Goblin Nation territory and start pickin' fights?!" Miguel scratched the Goblin's face, causing his mask to tear, "You picked the fight, not us."

The group surrounded the two Spiders. Things seemed easy but then Goblins started flying down on makeshift gliders, dropping bombs, noxious gas, and whatever else was in their arsenal. Mayday intercepted the bombs, but the gas started going off. She coughed, "Ugh I hate this stuff! Why do they always use this?!"

Miguel tried to fight in the cloudy smoke but it wasn't very manageable. The Goblins laughed, "We got you where we want you now!" Now a whole crowd had gathered to watch this fight, they were cheering but not really for any side. They were just cheering for the fight. Eventually the smoke cleared up, allowing Mayday and Miguel to fight much better. They webbed down the gliders, causing them to explode. The Goblin Nation remained unfettered as they continued to fight. It seemed like they were outnumbered until guards appeared in SWAT-like outfits. They started shooting at the Halloween themed villains, sending them away.

The two Spiders looked at the guards with confusion. Mayday asked one of them, "Wait…who are you guys?"

"We're just trying to clean this city up." The guard replied. Mayday reworded her question, "No I mean who are you working for."

The guard answered, "We work for the opposing Goblin, the Hobgoblin. He dragged us out of the streets and into a new life!" Miguel gasped, "Are you shocking serious right now?! That guy is a loon! He'll make this place worse."

"If you believe the propaganda that's been spreading." The ever so loyal guard replied, "Maybe you'd like to see him for yourself. He's even got an army of Spider-Men just like you."

Mayday wondered how he had Spiders on his side, but she realized something. It was Otto and his little band of villains, "No, but thanks for the offer." She whispered to Miguel, "We should probably bail soon."

Miguel nodded but the guard insisted, "Oh come on, follow me." He pointed to Miguel, "He'd especially like to see you." Miguel crossed his arms, "Is that so? Well I hate to disappoint your boss, but I don't think I'll be seeing him today."

"That's a shame…" the guard mumbled as he aimed his sights at the Spider of the future. Miguel kicked the gun out of his hand, but another fired. Again he avoided that, but third one got him, hitting him at the base of the neck. Mayday tried to fight these guards, but another dart got her.

Everything slowly turned dark in front of their eyes. Luckily these were just tranquilizers so they wouldn't be out for long. When the darkness faded and they could see again they were sitting in a dimly lit office. The most light coming in was the light coming in from the tinted window. Miguel recognized this office, "Wait…this is…Alchemax."

"You mean that company that's competing with Peter's?" Mayday inquired, "That's not suspicious at all." The lights turned on, showing a large ravaged desk that seemed like it could fall apart any minute. Even worse was the man who was sitting behind the desk, the Hobgoblin. Standing next to him were his two favorite cronies, the Superior Spider-Man and Crime Master. Hobgoblin grinned to see the two Spiders, "Well hello there, friends. It seems you've come here at quite the inconvenient time."

Mayday tried to punch hi, but Otto grabbed her fist. Hobgoblin's grin turned to an exaggerated almost comical frown, "Well that's not nice. I only want to talk about things."

"What do you want, Kingsley?" Miguel asked. Hobs went back a smirk in an instant, "I want to talk to you about the future. I have a brilliant idea, you see? I want to start the first…multidimensional company you see?"

Spider-Girl laughed, "That's insane! Do you really think that's going to work?" The villain very much did, "So much so, I'm willing to cut you a deal. Tell your boss that I'll split some of the profits I get from this idea, hm? Can you just imagine it…we'll have more money than all of the money in any one world since we're getting it from all worlds!"

Both Mayday and Miguel very much denied the proposal. "You must be insane if you think we're taking that offer up." Mayday taunted. Miguel added, "Very insane."

Hobgoblin's normally smug façade went away, "I am NOT insane! Osborn's the insane one! Alright…you had your chance!" Suddenly he got a call on his communicator. It was from Felicia, "Hello Felicia? Why it's starting soon? I'll be on my way…"

He hung up, proceeding to turn to Crime Master, "Take care of them. I must be on my way." Crime Master pulled a gun out of his jacket, "My pleasure, boss." Hobgoblin got up and left. Crime Master stared at Mayday and Miguel, "Alright, looks like I get to finish what I started."

He pointed the gun at them both but Miguel shot a web, knocking it out of his gloved hands. Otto wrapped his arm around Miguel's neck, taking him hostage. Mayday was ready to take him down until Otto put his index finger to 2099's head like a gun, "I've taken mods from Assassin Spider-Man into account. If you take one more step, I will not hesitate from blowing his brains out." The young girl couldn't risk it so she put her hands in the air…but not before sending a distress signal back to 616.

Otto chortled, "Well, well looks like we've got you where we want you." Crime Master joined with him, "Yes we do. I've been waiting a long time to do this to you, Miguel." Miguel elbowed Otto in the stomach, causing him to fire. The bullet barely missed him, but it got Crime Master right in the arm.

Suddenly, a wormhole opened and Supaidaman rode out in the Spider-Machine GP-7. The car was barely big enough for the office so it crushed Otto and Crime Master, "I heard you were needing assistance."

Miguel breathed a sigh of relief, "Oh Takuya…thank goodness for you. But how'd you know we were in danger?" Mayday answered that, "I sent out a distress signal. We clearly can't handle this place alone." Takuya pointed to the back of the Spider-Machine, "Hop in, friends of justice!" The two of them squeezed in as best as they could, considering the car was a two-seater.

Takuya took the wheel, driving straight out the window. After that, the car took to the sky! Otto looked out the car shaped hole, feeling enraged that they managed to escape. He felt this wasn't over however, seeing as how they made it to the ground. The robotic spider legs he used all too often popped out of the backpack. He leapt on the ground, landing on the four of them. He charged after them with insane speed. Mayday heard the clacking of the metallic legs, so she looked behind, "Hey let's get going!"

Supaidaman drove off, with Otto not so far behind. Miguel turned to his Japanese partner, "What do I do?!" Supaidaman pointed to a switch, "Fire the missiles!" Miguel pulled the switch, leading to missile shooting out of the car. Otto leapt above the missiles. When he landed, he was even closer to the car! Mayday pressed a random button hoping it'd help. Turrets popped out and they began to fire at the enigmatic doctor. He moved away from the turret fire, moving onto a nearby building. He continued chasing them while on the building. He jumped down, landing right on the hood of the car. The three of them screamed as the car swerved out of control. Supaidaman hopped out of the seat, giving the wheel to Miguel, "Take the wheel!"

"I don't know how to drive this thing!" Miguel replied, but Takuya wasn't having that, "Then learn!" Miguel obliged, moving to the driver's seat. Supaidamn turned his attention to Otto, "And you! You are unworthy of Spider-Man name! I will take it from you!" Otto laughed, "Try me!"

Otto threw a punch, which Takuya blocked. He couldn't block the incoming sweep however. Takuya gasped as he almost fell off of the car, which was still going really fast. He held on tight to the edges, praying he wouldn't fall. Otto bragged, "You will not win! I will show who really is and isn't worthy of the name Spider-Man!" He scratched the hood of the car with his claws, "And now I will finish you!" Before he knew it, the car came to a sudden stop! The stop sent Otto flinging off of the car and he would've eaten dirt if it weren't for his spider legs. He shook his head, recovering from being shaken up. When he next looked up, the Spider-Machine GP-7 was coming towards him! The car rammed right into his legs, causing them to snap off like twigs. The car swerved right behind him. He tried to fight them, but turrets popped out. He took this moment to retreat, "This is far from over, Spiders! Mark my words I will be the Superior Spider-Man one day!"

The three Spiders felt relieved that it was over until Mayday realized something, "Wait we didn't get Kraven!" Supaidaman placed his hand on her shoulder, "We are seemingly having much bigger problems than just rounding up those thugs." Miguel agreed, "Yeah, we'll let him be for now. We need to get out of here…"

The three of them rode off into a rift, happy to leave that hellish landscape.

As they escaped, Peter was getting ready for the ball of a lifetime. The location would be none other than Parker Industries itself! A large room in the third floor was being redecorated just for this occasion. Peter was hoping for it to go well since many of New York's highest moguls, such as Tony Stark, Kobold Buhmann, and many more would be attending.

The room itself, as described before, was rather large. There was one long table with trays and trays of snacks. There were large speakers hanging from the ceiling for music. The room's lighting made it appear as if the room itself was illuminated. Finally, there was a window that stretched across the entire room that gave a good view of the entire city.

It seemed things were going well, as more guests appeared. Each one was dressed in very fancy outfits such as gowns, tuxedos, black sparkly dresses, suits, and just whatever else they had. Finally, Peter walked out dressed in a very fancy but plain tuxedo. It was just the typical black and white attire.

He smiled at everyone there, "Well hello everyone, welcome to the party. I'm your host, obviously, and if you have any questions feel free to ask. You're my guests after all."

A man dressed not in fancy clothes, but tactical military gear walked up to Peter. He whispered, "We've got all parameters guarded, Mr. Parker. If anybody unwanted gets in, it won't be without a fight."

Peter whispered back, "Keep an eye out. Some of these guys can be sneaky." The guard saluted Peter and then walked back outside.

Peter was soon joined by Flash and then Harry. Both of them shook hands with the CEO. Flash asked, "So how's it feel to be the center of attention of a party for once, Pete?" Peter laughed, "I have to wonder if this is what it felt like for your parties back in high school."

"If it was, I wish I was invited." Harry joked. Flash sighed, "If I were different back then I would have." Peter reassured it was fine, "Don't worry about it, buddy. We're all different people now." Harry agreed, "Yeah Flash, don't be so hard on yourself. You couldn't help it."

Flash gave it some thought, "Yeah, guess you guys are right." Peter was about to say something, but then he saw Flash staring out the window, "Hey man, you alright?" Flash shook his head, "Yeah, yeah I'm fine. Must be seeing things." Peter gave Flash a serious look, "If you're seeing things you need to tell me."

Before Flash could, Tony Stark walked up to Peter, "Hey kid." Peter turned to Tony, "Mr. Stark?"

"Got that right." Tony said with a grin, "Look I see you have some armed guards walking around. You're probably thinking some super villains will come and crash the party." Peter asked, "You don't think they will?" Tony chuckled, "Oh no. As someone who holds things like this all the time it's only inevitable. Just telling you that uhhh…those armed guards aren't going to help."

"Thanks, Mr. Stark…" Peter sighed. Tony placed his hand on the boy's shoulder, "Don't worry, I'll provide assistance if things get too nasty." Harry stepped between the two of them, "Hey can we stop worrying about things and just let loose? Come on guys!"

Peter seemingly agreed, "You're right, you're right let's not worry about it," but he was still quite concerned. Tony walked off to the ladies of the party. He saw one that took his attention, and it was Cindy Moon. He smiled at her, "Well hello there."

She quickly turned to him, "What—Oh hello there Mr. Stark." He smirked, "So how're you doing?" She scratched the back of her neck, "Me? Well I'm fine, just fine…thanks for asking."

"That's great." Stark replied in a flirty tone. It took her a second to catch on to it, but she realized it, "Wait are you…flirting with me?" He nodded, "You bet." She gulped while looking down, "I'm flattered, really but…I haven't dated since high school."

He shrugged, "Doesn't have to be a date. But if you want it to, it could be." Her eyes went wide as she remained stunned in silence. She just walked away afterwards. Tony thought to himself, "Can't win 'em all, Tony. Can't win 'em all."

She walked out into the hallway for a quick breather. Standing next to the doorway were two guards. One looked at the other, "Do you know why such high security is here?" The other guard shirked it off, "I doubt it's anything too troubling."

The two of them continued with their casual conversation until the saw someone step out of the elevator. The man wore a robe with a hood that was bulbous in shape. It hid what appeared to be a very large head very well. The guards walked up to him, guns pointed, "Who're you?"

The man, even in flowing robes, appeared very gaunt. He replied vaguely, "I'm an old friend of Flash Thompson's." A guard scowled, "We need a name." The man replied one word, "Jack." The guards looked at a list, "There's no Jack on this list. Get outta here!" The man reached into his robes and pulled out a set of matches, "I'm gonna show you guys a trick." The guards pointed their gun at him, even if by then it was too late. He lit the robes on fire as he laughed insanely.

He then touched the guards, lighting them on fire too. This took Cindy's attention as she screeched, "Holy—just what's going on?!" The man walked over to her, a yellow smile slowly lighting across his shadowed face. Then his eyes began to glow. Lastly, the hood and the robe burned off revealing Jack's true 'head,' which was a pumpkin. He tried to grab her, but she narrowly avoided the attack, "C'mon baby! Don't you want to play with Jack?"

He reached into the scorched remains of the robe, pulling out a sickle. She kicked him in the chest, sending him into the wall.

The loud thud was heard in the ballroom. Peter told everyone to calm down, "Okay, I'll go check on whatever's going on out there." He looked out the door, seeing the absolute carnage that was going on in the hall outside. The entire hall was nearly on fire and the guards were most certainly deceased. He slammed the door shut, "Okay this isn't going so well." Jack's laughter could be heard from the hall, causing Flash to gasp.

"That's Jack! I can't believe he's here…" Flash mumbled. He charged past Peter and right out the door. Cindy ran back in, smoke billowing in after her. She was having a coughing fit. Peter ran up to her, "Cin, come on! Speak to me, Cin!" She looked up to him, "I'm fine, I'm fine…I'm not sure about Flash, though."

Flash stared down his arch-foe, "So you tracked me down, Jack." He flipped his sickle, "That's right, old pal. I just missed you that much." The black ooze that is the symbiote started wrapping around Flash, "I'm not your pal."

"Now that's just hurtful." Jack said in a faux-sorrowful voice. He snapped his fingers, causing tiny demon robots to rise from behind him, "Well? Let 'im have it, boys! Make me proud!" The small robots charged after Flash. Flash tried to fight the robots, but the heat of the hallway started to wear his suit out. The razor sharp teeth of the bots bit right into his arm. One in the shoulder, one in the forearm, and the last on his hand. They bit down harder each second, causing the pain to grow. He shook them off and then shot them with a pistol he pulled out of his holster, "I hate those things!"

Jack took the inside of his sickle to Flash's neck, wrapping it around. He used it free hand to grab Flash's head, trying to shove it into the fire, "If I still had lips, I'd be smiling." The symbiote slowly started to peel away from Flash's face as it got closer and closer to the burning heat of the flames.

Flash shoved the madman away, falling onto the ground in the process. He wanted to go full on monster mode, even if he felt it wasn't right. Luckily, the elevator opened up revealing Eddie and his symbiote squad. He was wearing a gas mask to avoid the fumes of the flame. The former symbiote threw a grenade out at Jack. Jack looked back, noticing Eddie standing with his gang. The grenade went off, blowing up the wall between the hall and ballroom. Everybody saw the pure insanity that was going on now. They all started to panic. Not even Peter's reassurance could calm them down.

Jack looked at them all with sadistic glee, "Well look at all these lovely people…people who are going to die." Prior to when he could act Toxin tackled him onto the ground, "You aren't hurting anybody creep!" Carnage and Mania stood above him. Cletus boasted at the fallen foe, "Yeah, you aren't hurting nobody anymore because…" He proceeded to lift Jack off of the ground, waltzing right next to the fire, "you're going to burn for your sins! Buuuuuuuuurn!"

Flash shoved Carnage onto the ground right after grabbed Jack, "Are you insane?" Jack sighed, "Aww Clete, I thought you were cool." Brock socked Flash right in the face and then nabbed Jack, ready to throw him into the fire, "And that's fer goin' to space without tellin' us!" Andi shook her head at him, "Yeah! What were you thinking?"

Flash got up, "I'm sorry I was forced up there!" Andi turned away from him, "You could've at least told me you were going!" Peter asked, "Is there something I'm missing here?"

Toxin shrugged, "This happens a lot. Don't worry about it." Peter turned to Toxin, "Wait wasn't Eddie Toxin? Are you…Pat?" He nodded while revealing his face, "That's right. Blackheart thought he killed me, but things didn't go as he recalled."

Jack seemingly recovered as he broke out of Brock's grasp while slashing his leg. He turned to the other symbiotes with rage in his eyes, "You slimy freaks are going to die!" All of them went after the villain, but his lithe body allowed him to avoid their attack. Jack even caught Andi as she dived at him, throwing her into the trays of food. Agent Venom webbed up his arch's foot, tripping him up. Carnage attempted to stab him with his ax, but Toxin intervened, "No killing!"

Brock shoved Toxin out of Carnage's way, "He needs to die!" Flash clonked Eddie in the head with a web ball, "No he doesn't!" Andi got back up with her claws ready to stab, "Yes he does!" Toxin took the stab, "As a former cop, I won't allow it!" While they fought amongst themselves, Jack got back up. Peter tried pointing this out as did Cindy but the arguing symbiotes didn't care to listen. Jack just waltzed right out with little intervention.

Eddie finally noticed, "He…he just walked outta here!" Andi instantly blamed this on Flash, "It's his fault!" Flash couldn't believe it, "Me?! If we just apprehended him without killing him we would've been fine." Carnage didn't agree, "As a former criminal, I can tell you that he would've surely escaped!" Peter stopped them, "Okay, okay can we stop here for a moment and realize that this entire party is ruined now? Oh and everything is still on fire."

"Sorry…" all of them muttered as they put out the fires using webs.

Things had seemingly calmed down after the fires were put out by the Symbiote Squad, but then chaos struck once again. The window broke wide open, showing Hobgoblin laughing. By then most people had evacuated, but not the Hobgoblin's target, Kobold Buhmann. Hobs flew down on his glider, snatching the old man up by grappling him with his left arm. Subsequently, he flew off into the night sky as the CEO of Alchemax screamed.

Peter was quick to change into his Spider-Man outfit, giving Hobgoblin chase. Hobs was quick to notice, "Spider-Man?! You have no idea what you're doing! I must kill this man! He'll pay for what he did to me!" Kobold screamed, "I didn't do anything to you! Put me down!"

Spidey got ready to attack until he noticed something even weirder. Another Hobgoblin came in, ramming the other's glider, "Put the old man down, you damned fool!" The first Hobgoblin looked at him, "But…you're…you can't be here! You're the old man! I-I know it!" The second denied those claims, "But here I am in the flesh! Now put him down!"

The first carelessly tossed the old man over his shoulder to his doom. Luckily Spider-Man saved him, "What's going on with those two guys?" Kobold was quick to feign ignorance, "I don't know!" Spidey was suspicious, but didn't want to throw around accusations just yet. So he placed Buhmann on the ground, "Okay, now be careful." He smiled warmly at Spidey, "Thanks." After he ran off, Spidey swung back up to the feuding Hobgoblins. One of them asked, "What do you want from me?!"

"I want my identity back, Kingsley!" the other answered. Kingsley was baffled, "Are you daft?! What are you talking about?" The other Hobs grabbed a pumpkin bomb with his left hand, "This should be enough of a hint for you…" When Kingsley noticed the hand, he remembered, "I thought you died!"

"You thought wrong!" the sinister-handed Hobgoblin screeched as he threw out his pumpkin bomb. Kingsley narrowly avoided the bomb. Spidey intervened as did…Iron Man of all people. A repulsor blast shot out, hitting one of the Hobgoblins in the back. The blast burnt right through the cape and left a scorch mark on the costume. Kingsley saw the incoming heroes, "Well this has been fun, it really has been but I think I need to go."

"I don't think so." Iron Man said before firing another repulsor ray at his glider. The ray struck the glider, causing it to fumble around for a bit until it eventually fell. Spidey tried to catch Kingsley, but somebody already did. It was Black Cat! Peter couldn't believe it, "Felicia?! You're working with Kingsley?" She gave a cheeky smile, "Gotta make it in this town somehow, Spidey. Ever since what you did to me…"

"Lady how many times must I tell you that it was OCK who did that?" Spidey pleaded but Felicia didn't want to hear it, "Oh please. I don't care all that I care about now is my reputation." Spidey was massively disappointed in her decision, "If you say so, but…that's not the Felicia that I once knew."

She frowned, almost reconsidering her decision but Kingsley wasn't having that, "He's only working against you, you know. He's played with your heart many times, and if you let him convince you he'll do it again. I can give you all the money in the world, while he can only give you heartache."

She quickly shirked her guilt, "Yeah…yeah you're right, Kingsley! Black Cat will be played no longer!" He beamed, "Atta girl. Now let's bail." Peter tried to stop them, but they disappeared in a smoke bomb. Peter landed on the rooftop they were on just slightly too late, "Urgh! I missed them!"

As Spider-Man worried about Hardy and Kingsley, Iron Man was dealing with the other Hobgoblin quite well. His skills were quite unrefined compared to Kingsley's, but he was still a decent challenge. That was until Iron Man punched the unrefined criminal right off of his glider, "Sheesh, Hobgoblins sure aren't like they used to be."

The second Hobby almost fell to the ground until he was caught by Iron Man. He flew over to Spidey, "Wanna see who this guy really is?" Peter removed his mask, revealing a face he hadn't seen in ages, "Oh my god…"

The face of this Hobgoblin showed he wasn't new to the job, he was far from it. His face was covered in burn scars, scars he got when mixing Goblin Formula. Iron Man asked Peter, "Who the hell is this guy?" Peter answered, "A long time ago, Hobgoblin took some hood under his wing. After that he brainwashed him…that man was known as Arnold Donovan, or has he was often called 'Lefty.'"

Lefty's grudge was suddenly made clearer by this revelation. He broke out of Iron Man's loose grip, "That's right! And I'm going to kill Kingsley if it's the last thing I ever do." He let out a devilish chortle as he attempted to escape. Iron Man flew in front of Arnold, "I don't think so." Spider-Man stood just behind Arnold, "Yeah, I don't think so." Arnold side stepped the both of them, as his glider nearly rammed into Spidey. He just barely escaped the glider's wrath, but Iron Man wasn't so fortunate. Juuuust before the attack Peter yelled, "Tony!" Tony turned around but it was too late. It hit him right in his stomach, not that it did much due to his armor. It was still damaged, meaning Tony was out of the game, "Oh…that's gonna leave a mark." Peter tried to chase Lefty, but he leapt off of the building they were on. Peter had no idea if he could survive, but he wasn't about to find out.

This night had been an exhausting, if not slightly successful. On the bright side, considering how parties normally go in New York City, his went well as there were no deaths involved. Peter sat next to Tony, "Well this was a disaster."

"What do you mean, kid?" Tony asked as he tried sitting back up. Peter replied, "Well I thought this multiversal madness would end but it's now starting to affect my personal life more than ever."

Tony got back up finally, "Well uhhhh…everything'll be fine." Peter was going to ask for more advice, but Tony took off before even finishing their talk, "He always did suck at conversation."

He removed himself from the seat he had taken on the rooftop, "And I still have to hear how Miguel and Mayday's trip to Ock's world was. It's been one of those days, hasn't it?"

Following that bit of complaining he swung back towards Parker Industries, hoping the night would finally be over. He had a feeling in his gut it wouldn't be, though…


	16. 15: Hobgoblin's Game

Spidey swung into the giant smoking hole that once was the Parker Industries ballroom, petered out by what was indeed a tiresome night.

He quickly changed back into Peter before retreating back into Parker Industries' secret lower corridors, hoping to check on what happened with May and Miguel. When he walked into the room the portal gate was in, he saw not only the two Spiders he expected but also Takuya. He blinked slowly, "Takuya…? What are you doing here?"

"I helped them escape that place…it is a most unpleasant place." Supaidaman explained, "It has been taken over by the Hobgoblin, who seeks to…who…" The heroic Spider tried to tell him but it was too much for words. Miguel finished it for him, "He's trying to make Alchemax the first multidimensional company to make one shock of a profit."

Due to his tiredness it took Peter a couple seconds to absorb this information, "Yeah…that's terrible…" Soon after that, he realized how terrible it truly was, "Wait he's doing what?! That's insane! Does he know how risky this is? The multiverse is too fragile to mess with like that!"

Mayday shrugged, "I don't think he cares as long as he gets away with it." Peter's worn out face switched to one of determination, "Then we just have to make sure he doesn't."

Takuya cheered, "Yes! That is the Spider-Man spirit I like!" Peter wrapped his arm around the Japanese hero's shoulder, "Hey Takuya, I think I need to show you something." Both Spider-Men walked out of the secret lab, moving into another one that was much larger.

Takuya looked around the room in awe, "This is most impressive, Mr. Parker but why did you bring me here?"

"Because I'm working on repairing an old friend of yours." Peter replied as he motioned the giant robot in construction. Takuya's eyes lit up with excitement, he beamed a smile so large it could be seen beneath his mask, "Leopardon?! You…you are reconstructing Leopardon?!"

Peter smiled warmly, "It's the least I can do. Found its remains at the bottom of Earth-13 New York's waters so I decided to have it dug up for you. We're slowly fixing it."

"You are a good man, Peter Parker…" Takuya said with a genuine tone, "I am proud to share a costume and name with you and all the others here. Let us hope we shall always fight for good." Those words struck a chord with Peter, he knew he was a good man but he always wondered just what'd happen if those words didn't ring true…

The Superior Spider-Man was about to find out as he went to Earth-70134 after his humiliating defeat at the hands of the Spider-Army.

This world was stated to be home to one of the most villainous Spider-Men to ever live. Well live was a relative term anyway, this Spider-Man was long dead. Instead he acted as more of a puppet. He was merely a husk being controlled by the symbiote.

Otto arrived in this world, in a darkened alleyway. He was expecting a nightmarish world overtaken by the beasts but it was instead rather tame. Most everything seemed the same as regular New York City. Soon after, his assistant Spider arrived. Before Otto could even speak with him, the beast ran off elsewhere.

"Well this is quite unexpected." He noted to himself, "It's fairly normal around here." Unsurprisingly, that didn't last long as he felt something breathing on his neck. He turned around, seeing nothing in the pitch blackness. He turned on his night vision goggles, allowing him to see through the darkness. What he saw startled him, "Who goes there?!"

"You can call me Poison…" the monster introduced, "and I don't take too kindly to impersonators." Otto put his hands in the air as if to show he was friendly, "I mean no harm. In fact I'm here to make a proposition to you." Poison rubbed his hand against his chin, "Alright I'm interested." Otto began to explain, "I come from a parallel world, you see. I need an army to help me take down an opposing army from other parallel worlds. Think you'd be interested?"

Poison stepped out of the shadows, Ock's gaze following him wherever he went. After consideration he asked a question, "Why should I care about an opposing army?" Ock answered it, "You should care because this opposing army is made up of Spider-Men who rejected you and tossed you away."

Poison's normally somewhat human mouth turned into something that was much more like Venom momentarily before shifting back into its previous form, "You raise an interesting point, but why would I kill them? I'd rather bond them with symbiotes." Otto rubbed his chin, "We might be able to do that, we just need you on board to help."

Their conversation came to a halt when they heard hissing coming from across the alley. Poison recognized it instantly, "Gwen!" Both Spider-Men hurried to the fighting, finding the deranged Carnage symbiote covered Spider-Man known as Spider trying to drag away another Carnage covered person, this one a woman.

She lacked visible eyes or eye lenses instead just have razor sharp white teeth across her face. As to be expected with Carnage, her suit was mainly red with black lines squiggling across it in constant motion. Her three pronged hands and two clawed toes were enough to stab right into Spider's torso, but it did little to deter him. Finally, she tried wrapping him up in her tendril-esque hair that was consistently shifting around, but it he just tore right through them with his ax hand.

He fell on the ground while whistling, showing he was quite impressed. "You're not half bad bet you're one hell of a beast in bed," he complimented. She redirected her attention to Poison, running over to him for protection. Poison stared the Carnage possessed Spider-Man down, "Who are you?"

Otto ran over as before standing between them, "Hold on! That there is my associate, the Spider. He's like you." Poison sneered at the red menace, "He is nothing like me at all." Spider agreed, "You're right, I'm much better than you." The symbiotic Gwen merely hissed at the sociopathic Spider-Man. Otto shook his head, "You all aren't seeing the bigger picture here! As to be expected from such simple minds…"

"What do you mean," Poison asked. Otto explained himself, "We have a bigger agenda you cretins! With your symbiotes and the necessary cloning technology we will be able to mass produce them. Imagine having an army to lead…imagine infecting other Spider-Men with them and sharing your gift with them." Poison stepped back from Spider, "I like the sound of that…what do you think, Gwen?" She gleefully nodded, to which Poison added, "You've got yourself a deal."

"Let's shake on it," Otto suggested while offering out his hand. Poison took his hand, "Sure thing, might as well seal the deal." A sinister grin subtly formed beneath Ock's mask, "My friend, you've made the wisest decision of your life! You heard the man, Spider! Let us depart now!"

A wormhole snapped open, allowing the four of them to leave this realm and head to Earth-000.

One day has passed since the so-called Parker Industries Ballroom Disaster as it was labeled by newspapers. Peter remained optimistic, hoping the event would not cause too much of a stir. Alas, that was not the case as it seemed many of his employees began to doubt in him.

He stood high above the city, but not on top of a roof but rather inside of his office. He looked out upon the city out from the large window that was beside his desk. He sighed, "This has been getting worse and worse…Eddie and his little gang are in town, there's another madman on a glider running around, everybody's doubting me, and Kingsley's in cahoots with Alchemax. All of this because of some deranged plot thought up by a domed madman. Speaking of which, I better see him now."

He was ready to walk out the office door until Kaine and Ben Reilly were in the doorway. Kaine turned to Ben, "You tell him!" Ben shook his head, "No way, you tell him!" They then realized Peter was right in front of him. Ben gulped, "Hi bro." Kaine didn't react at all, "Hey Pete, just wanted to let you know that we let an alternate universe Gwen Stacy get here…and she isn't leaving."

Peter walked back over to his desk, sat down, and took a long sip of coffee. After that he finally reacted, "Yeah of course there is." "You're not mad or upset," Ben asked. Peter shrugged, "I've been both throughout this whole thing, guys. I'm not really either right now. Gimme time, I'll take care of it."

"I can take care of i—" Ben tried suggesting but Peter wasn't having that, "No. I want to take care of this by myself. It'll be fine…" Kaine crossed his arms, "If you say so." Ben backed down, "Alright. There anything else you need, though?"

Peter pondered that question for a second, "We can get to that when I get back, for now I'm going to take care of this myself." After that, he quickly changed from his business suit to his Spider-Man outfit. Ben waved him off, hoping for Kaine to do the same. Kaine did not move a muscle.

Spidey swung out of the window, searching for the lost woman. It couldn't be that hard, could it? Her outfit was a bright white which was sure to be almost as eye catching as his red and blue costume.

Lucky for him, his hunches were right! Finding her wasn't difficult in the slightest. She was sitting atop a rather large skyscraper looking down on the passersby. He landed right next to her, "Couldn't take the pressures of home, huh?"

She sighed regretfully, "Nope, which is why I ran." Spidey hung his head, "Bet your father misses you. If I were you, I'd go back."

"Who are you to say that-" she began before looking at who she was talking to. When she saw she gasped, "Peter…?"

He softly smiled beneath his mask, "That's right. Wanted to talk to you and see if I could get you back home." She turned away, shaking her head, "No. I don't want to go back. Everybody there hates me, you can't make me go."

He rested his hand comfortingly upon her shoulder, "I can't make you do anything. Hey, I know what it's like. Plenty of people think of me as a menace and nothing more. I still keep my city safe because it's what I have to do it's the right thing to do." She decided to lie down, feeling like that would show she isn't interested in what he had to say.

Unluckily for her, Peter wasn't going anywhere. He continued on, "This isn't your city and while your help is appreciated…you need to go back to where your help can be more useful. This place has plenty of Spider-People, trust me." She frowned deeply leaving an obvious imprint on her mask, "Go away. I…I can't handle the pressures of going back."

"Yes you can," he motivated, "You have no idea what I'm going through right now…seeing you like this again." He had her attention when he mentioned that, "Again…? Wait I remember, that other Spider-Man told me about it." He expanded on what Ben explain, "You and I…we dated here until somebody took your life. I never thought I'd see Gwen Stacy again but here I am."

She stood back up, placing her hand on his shoulder now, "I know what that's like. My Peter didn't get bit by the spider so he wanted powers. When he got it I was forced to put him down." Tears slowly started staining the fabric of her mask, "He just wanted to be special. I wish he got bitten by the spider instead of me…maybe then things could've gone differently."

"You can't think about what could've gone differently," he sadly replied, "but you can certainly think about how you can make things better not only for you but for everyone else." She finally gave in and hugged the alternate dimensional Parker, "I want to go back home…" He patted her on the back, "We'll get you there trust me."

In the next hour, Peter and Gwen arrived back to her home dimension alone. Spidey was ready to drop her off and leave but she noticed something was…off about home.

"This isn't right…" she mumbled. Peter turned to her, "It has to be, this is your home dimension. I know it is." She finally realized what was wrong when she saw a giant billboard with Hobgoblin's face plastered on it, "Hey I know that creep! He was here when I left…"

"I know that creep too!" Peter added, "That's Hobgoblin…he must already be expanding his business ventures. I need to stop him here and now."

She looked at the sign. It read, "Stand proud citizens! Hobgoblin, along with the local police force, is here to keep your day safe in honor of Peter Parker!" This infuriated the already distraught Gwen to no end, "What?! He thinks he can just take Peter's name and use it for his own gain?! How…how utterly depraved is this man!?"

Peter answered, "He'll do anything to gain the trust of others. He'll backstab them too, trust me." Their conversation might've continued had not the cops intervened. One of them pointed at Gwen, "There she is! The fugitive! Who's that other one?" Another cop shrugged it off, "Who cares, anybody associated with the fugitive is to be brought down on sight, Captain Stacy's orders."

She gasped, "Why would my d—I mean Captain Stacy ever give orders like that?" Captain Stacy walked out from the crowd of cops, "Because you've got my daughter!" She put her hands in the air as a sign of peace, "This must be some sort of misunderstanding, sir. I don't even know your daughter!"

Stacy seemed unsure to actually go through on his orders but chatter from his walky-talky convinced him to fire at her, "I'm sorry but I…I have to do this!" His fellow officers followed his actions proceeding to fire their guns at both Spiders.

They avoided all gunfire when they escaped. Peter asked, "Okay where to now?!" She replied, "I don't know! Where would that crazy goblin even be?" Their answer came in the old Oscorp building, which was being remodeled as an Alchemax. Spidey snapped his fingers, "Bingo!"

"Okay…but how do we get in?" She inquired. Spidey answered rather enthusiastically, "We take the window."

CRASH! They broke through a window nearing the top floor, which is sure to be where the Hobgoblin would be. They found themselves in an ordinary office, with employees dressed in working clothes cowering in fear of the two of them. Peter tried to calm them down, "We're not here to hurt any of you…can anybody tell me where the CEO's office is?"

One employee spoke out, "I-it's on the top floor." Spidey pointed at him, "Hey, you the man!" Gwen turned to him in confusion, "What are you doing?" "I'm trying to lessen the tension here. These people work office jobs their lives are bad enough without us crashing into it," he answered. She shrugged, "Fair point."

They casually walked over to the elevator, taking it all the way to the top. They finally arrived to the very top, finding a room with a woman working at the front desk. Next to the desk was a door that surely led to where Hobgoblin may've been. It was obvious because there was life size golden statue of Hobby adjacent to a wall. She waved at them, "Hello sir and madam do you have an appointment?"

Spidey shook his head, "Uhhh…no." She sighed, "Then you're going to have to make one." Spider-Gwen interjected, "Does it look like we're here for an appointment?!" The woman shrugged, "Look if you want to break through that door feel free. But I'll be forced to call security if you do."

Gwen just walked through the door, Peter followed. The woman responded in kind by getting on the intercom, "We have a threat entering the Hobgoblin's quarters. All security is to be relocated to the area immediately. Thank you, have a nice day."

When the two Spiders entered the room, the door shut behind them. They looked at the door, which was now behind a steel barrier. Soon the steel barriers barricaded the whole room as gas slowly started clouding the room. Spidey groaned, "Oh of course it's a trap!" Hobgoblin's voice laughter filled the room, "Nice try you almost got me too. So close…yet oh so far!"

Spidey turned his attention to the security camera, "This is only a minor setback, Kingsley…" Kingsley's response was only to laugh even more, "Really now? Good luck with THAT one. The room you're in won't be able to send a distress signal. Your friends can't help you now."

Spider-Gwen started getting angry again. That was until the gas started taking its effect, "Listen here creep! This…this isn't over! When I wake up you're gonna be so…so dead! Mark my words on that! Nobody uses Peter for their own…selfish gain…" After that little rant both her and Peter collapsed. The gas was emptied immediately after, allowing Hobgoblin to enter with a grin upon his rubbery face, "This is just rich. I've got exactly what I wanted. Without their precious leader, the Spider-Army is nothing."

Back at the labs beneath Parker Industries, Anya noticed something curious. "Hey guys!" She called out, "Check this out!" She pointed out that a light on one of the many computer panels in the lab had gone off. This meant their signal with Peter had been cut off. Mysterio was surprisingly the first to get enraged by this revelation, "What?! They must've caught him! I should've been the one to have caught him!"

Anya was ready to punch him, "That's not what matters here! We need to save him!" Webslinger stopped spinning his gun before holstering it, "Yer right, lil lady but how're we gonna find 'im?"

They all paused for a moment. Just how _would_ they find him? All communications with him had been shut off so where he was now became a complete mystery. Eddie Brock spoke up, "You guys are after Alchemax, ain't ya? So why not go there?"

Kaine's gaze directed itself to Eddie, "And how the hell did you get in here?" Mania swooped down from the ceiling, landing on the floor, "We're everywhere." Carnage-Man appeared in the darkened corner of the room, "That's right! Everywhere, man!" Toxin was the last, "Stop trying to creep them out, you weirdos."

"You know you guys can't get involved," Flash objected. Mania marched all the way over to him with the lenses of her suit scrunched up. "You ain't the boss of us anymore, Flash," she spoke out, poking her finger into his chest with each word.

Eddie smirked, "She's got a point you ain't the boss of us. We go." Flash finally gave in, "Fffffine, you and your little symbiote squad can come with." Mayday agreed, "Not all symbiotes are bad, Heck, I know one back home that's pretty cool."

"We aren't exactly good either, girlscout," Mania scoffed with her arms crossed. Carnage-Man didn't seem to like that, "But we are good!" Toxin, surprisingly, was with Carnage on this one, "He's right. We're not morally ambiguous or any of that crap. We're good guys clean and simple." Mania and Eddie chuckled to themselves. "Speak for yourselves," Eddie replied. Mania added, "Yeah you don't speak for all of us," to that.

Silk decided to put an end to this madness, "Can we all stop fighting, please? We are all friends here." Mayday nodded in agreement, "She's right. Whether we're friends here or not we need to save my dad—I mean Peter from the Hobgoblin! We need to decide a team on this."

Spider-Man 2099 was the first to volunteer, "That Crime Master has it out for me. I want to find out what his game is." The symbiote squad stood forward with him. Flash stood with them, "If they're going, I'm going." Mayday looked around the entire crowd, "Is that it, then?" A surprising volunteer walked up, it was none other than Mysterio, "I want in on this."

The rest of the Spiders were startled to see Mysterio's sudden heroism. He shot their hopes of reformation with his next words, "I'm only doing this to get revenge of Hobgoblin for betraying me like he did. If he didn't, I would've won."

Mayday allowed it, "Alright, Beck. But one little slip up and I'm sure the rest of your team won't hesitate in putting you down." He really didn't seem to care. "Whatever," he mumbled to himself. Ben gave the team a thumbs up, "Alright guys! Make us proud!" Carnage-Man was the only one who enthusiastically returned a reply, "Yeah!"

The rest of the team already started taking off before Ben even tried to motivate him. He sat down in a nearby swivel chair before fully slumping in it. "What a bunch of Negative Nancys," he grumbled to himself.


	17. 16: Corporate Sabotage

Peter had finally awoken with his vision still blurry. He didn't know where he was, all that he knew is that he was lying down with restraints wrapped all around his ankles and wrists. He could feel their grip clamping down on him. Small restraints like these should've been easy for a man who could at least lift 10 tons but these kept him where he was without even buckling.

As his vision finally came back, he saw he was in a dimly lit laboratory. He wasn't able to see much but what he did see wasn't pleasant. Right next to him was Spider-Gwen, being held in restraints just like he was. Another thing he could see was another Peter Parker being quarantined in an egg shaped container filled with green liquid. He considered the possibility that Hobs was cloning him but he really hoped he wasn't. Nobody wants to relive that nightmare again.

As he wondered what Hobgoblin's main goal was, the lights snapped on! Hobgoblin walked in along with his cohort, Kobold Buhmann. Kobold walked over to Spider-Man with a frown on his wrinkled face, "Now why'd you have to get involved with this, Mr. Parker? I told you Alchemax was a changed business."

"I don't know why my suspicions about you ever relented." Peter replied, "At least I have confirmation that they were right." Kobold's frown turned to a grimace as he dropped the kind old man façade at last, "Well aren't you just a little genius, then? Listen, Parker, you need to learn your lesson when it comes to interfering with opposing businesses."

Peter tried to break out of the metal bands that kept him down but nothing worked. Kobold's grimace turned into a smug smile, "You like those restraints? They're adamantium, which gets far more common when you have the ability to travel between worlds. You'll never get out short of a miracle. Unfortunately, I won't give time for a miracle to happen."

Peter tried to web his way out but his webshooters were gone! Buhmann laughed at his futile efforts, "Did you really think I'd be dumb enough to leave you with those things?" Hobgoblin reached into his bag, pulling the webshooters out, "Hope you won't miss 'em!"

This only motivated Peter to break out of the restraints he was in but they just weren't going to budge. Buhmann reached into his suit jacket's pocket, pulling a shiv out from inside, "This is the end of the line for Spider-Man." Spider-Gwen yelled, "Hey," at Kobold, causing him to throw the shiv away before it even hit Spider-Man's throat. He turned to the woman, "Have you any idea what you've just done?!"

"I'm wondering just why you have _my_ Peter Parker in that container of ooze," she questioned. Hobgoblin answered, "It's merely part of my heroic campaign! We're looking for a way to cure the boy's poor ailment. The ailment _you_ caused!" She sighed regretfully, "I did play a part…but that doesn't mean you can exploit him just for brownie points!"

Kobold chortled loudly, "Yes it does, my dear. That's just how people like us do things." He looked around for his shiv but he lost it, "Oh well, guess we'll have to do things in the more…traditional villain way."

A laser cannon lowered down from the ceiling. Kobold looked at it with pride, "Sure it's a cliché but it gets the job done, doesn't it?" Before he could activate it, he got a call from Crime Master. Kobold answered the call, "What is it?"

"It's the Spider-Army, boss! Some of their recruits have infiltrated our base in 616," Crime Master said while slightly panicking. Kobold pinched his nose, "Looks like the cliché super villain thing will have to wait. Have Otto and his gang take care of them! Hobgoblin and I will be right over as soon as possible!" Crime Master nodded, "You got it, Kobold."

Back in Earth-616 Crime Master did just as his leader commanded, "You heard the man, Ock!" Otto snapped his fingers, calling Spider, Poison, and the Carnage Gwen Stacy over to him. Crime Master had only one personal quest for Otto, "Leave the one from 2099 to me. It's personal between me n' him."

Otto nodded, "But of course. Alright Superior Spider-Army, let's move out!" The small group of villains took out on their hunt through the Alchemax building. Elsewhere in the building, the Spider-Team was doing a good job of remaining out of sight. They kept to the shadows, avoided security cameras, and even took down armed guards with silence. That was until Miguel asked one question, "Okay what's our next move going to be?"

Flash suggested, "We need to keep moving up while remaining absolutely silent. The top floor is what we're aiming for." Eddie shook his head, "That's so predictable it's obviously the basement we want to be lookin' for." "Sure it's predictable but that's why we're looking for it," Flash tried to justify but Mania was the first to disagree, "Yeah right, like _you'd_ know where to look."

Toxin crossed his arms taking a stance with Flash, "He's right, top floor is where we should be looking." Mysterio chimed in after him, "They're right, as an actual super villain I'd say it'd be on the top floor. It's the most dramatic place!" "You'd best be jokin' Beck," Carnage-Man scoffed, "the basement is where all the bad stuff happens! You can get away with anything in those things I tell ya. I once skinned a—"

"That's enough, Cletus," Eddie interrupted, "Anyway I think I actually agree with Clete. It's gotta be the basement." Miguel sighed, "Look can we just get going before—oh no." Toxin turned to Miguel, "What's wrong?" Miguel pointed up to a security camera that was locked onto their position, "That's what's wrong."

"Looks like your arguing got us caught, coach," Mania aggressively accused. Flash glared at her, "I fail to see how this is 'my' argument." She turned away from him, "You never see how anything is yours." He sighed, "Is this about space? If it's about space, then I'm sorry. Leaving so suddenly was…it was not a good idea on my part." Mania couldn't even respond before Miguel butted in, "This is not that time to start making up!"

Another voice gave his opinion, "He's right, you know." The voice was very familiar to Mysterio and Miguel. "So you finally found us, Otto?" Miguel jokingly asked. Otto dropped down from the ceiling, "Why yes I did. You shouldn't have come here."

Mysterio resisted the urge to go out on Otto so he could at least say this, "You shouldn't have tried to fight the Sinister Six-Thousand." Otto's grin grew smug beneath his mask, "I don't like playing for losing sides, Quentin. It's nothing personal, really." Eddie chuckled to himself at that remark. Otto turned to the former symbiote, "Is there something funny about that statement, Mr. Brock?" He nodded, "Yeah. You don't like playin' for losin' sides yet here you are workin' for the losin' side."

Otto sarcastically laughed, "Aren't you just the pinnacle of humor, Brock? Bet you must feel proud for that joke. No matter, I think it's time you all got antiquated with my new friends." As if on cue, his three assistants dropped down from the ceiling. He introduced them, "Say hello to Spider, Poison, and…?" "Ravage," Poison finished, "Her name is Ravage."

"That's a pretty name…" Carnage thought to himself. Spider picked Carnage out from the rest of the group, "That one." Otto's sight went to him, "I beg your pardon?" "I want to rip and tear that one's guts," Spider clarified. Carnage's hands formed into axes, "Oh yeah?! Bring it on, me!" Spider's hands formed into sharpened pikes, "You got it!" They went at each other like two tigers fighting over a piece of meat.

Otto signaled to Miguel, "And you, you are free to proceed." Miguel was skeptical of this, "Okay, why just me?" "Crime Master wishes to see you himself," Otto answered while handing him directions to where he was, "It's personal, he says." Miguel thought it was a trap but it was best to go on ahead, "Aaaaalright, then. I might as well scope it out." Miguel wondered just what _did_ Crime Master have against him? He'd find out soon, sure enough.

Mysterio gulped, noticing the ensuing chaos that was bound to go down. He seemingly reconsidered his decision of fighting alongside the spiders, choosing to instead vanish in a puff of smoke. Flash shook his head, "I figured we wouldn't be able to trust that coward."

Ravage's gaze went towards Mania, the only other female in the room. Sensing another female made the primitive beast insecure. She hissed at the teen. Mania readied her claws, "You hissing at me?" Toxin stood in front of her, "You're not fighting that thing alone, Andrea." She shrugged, "Whatever works for you, dude." Ravage leapt at the two of them with her hands formed into large mallets. Toxin restrained her with webs midair as Mania delivered a haymaker to the face. It seemed easy enough until Ravage's long hair wrapped around Mania's waist, pulling her in. Toxin tried to get her out but Ravage retaliated by breaking free of the webs and choking the former officer. Pat broke out, proceeding to knee the creature in her stomach. This resulted in Ravage letting Andi out of her hair's grasp.

Flash was next to get in on the fight, "Hey Otto, how's it feel to be in a body of a better man?" This one little joke was enough to set Octavius off as he dove right at Flash with a punch. Flash caught his fist before it even hit him. He twisted the mad scientist's wrist making him yelp in pain. Otto broke out of Agent Venom's grasp, shooting sonic waves from his gauntlet causing Flash to go down temporarily. Otto's foot stomped on the Agent's chest, "You mean how's it feel to be a superior mind in a superior body? Wonderful, thanks for asking." Flash reached for his pistol, taking aim at Otto's shoulder. The bullet whizzed right through his shoulder, "Gah! How dare you!"

Eddie looked at Poison while loading up his rifle, "Well looks like we're the only ones without sparrin' partners. Let's rock." Poison's look turned to a condescending one, "As if you have a chance." Eddie took fire but the bullets did nothing against the symbiotic Spider-Man. Poison socked Eddie in the jaw, sending him into a nearby wall. Eddie recovered quickly as he threw a sonic grenade. Poison caught the grenade before it went off, crushing it in his grasp. Eddie attempted a dropkick but Poison caught Eddie by the feet. He wrapped Eddie up in a symbiotic cocoon all around besides his head. After that he threw Eddie into the wall, "You're as pathetic as a human as you were as Venom, Brock. Now I get to finally show you how it's really done."

Poison was ready to finish Eddie off but before he could, the cocoon suddenly just dissolved. Eddie fell to the ground, kneeling with his head down. When he looked up his eyes were blanked out entirely. The symbiote Spider-Man was actually startled by this so he backed away slightly. Soon a white substance started leaking out of Eddie's skin, surrounding him entirely. Spikes rose out as it consumed him, a black spider symbol took shape on his torso, and finally his face morphed into one with black markings, sharp black teeth, glowing red eyes, and a mouth the glowed yellow. Poison stepped back even more, "What…what are you?!"

Eddie stood back up with a deranged smile upon his face. "I am the cure," he proclaimed proudly. Everything in the room stopped dead in its tracks. The fighting paused and everything fell silent as everyone merely stared at the now resurrected Anti-Venom. Eddie raised his hands in the air as his fingers creepily extended, "Now…who wants to get cured?" The hands moved towards Poison as the fingers wrapped themselves around Poison's entire body. Poison struggled to break free but it was of no use. The creature could feel itself dissolving in Eddie's grasp. "Stop," he pleaded, "You're killing me!" Anti-Venom didn't relent, "Good, beasts like you deserve to die!" The symbiote abandoned its host before it could die, leaving only a drained husk of what was left of that universe's Peter beneath the black goop.

Ravage stopped fighting her opponents to run over to the dried up corpse. She knelt down to hold it in her arms, for once she felt mournful in her own primitive way. Eddie stood over her with his fingers hovering around her, "You must go too." Carnage rushed over to her, "No! She needs to live! She could work with us!" Eddie denied Cletus' begging, "She is an unnatural abomination that must die!" Toxin defended Carnage's stance, "She was only being misled by that Poison creature, Eddie. We must give her a chance."

"Hrrm. Alright Mulligan I'll allow it. But this…creature only gets one chance. If this monster ever steps out of line, I'm puttin' it down," Anti-Venom begrudgingly agreed. Carnage picked Ravage up in his arms, "C'mon babe, you're coming with us!" She hissed at him while stabbing him in the chest. He laughed it off, "Yeah, I get that response a lot."

Spider decided to run off while he had a chance, but Otto's ego got the better of him, "You fools you may run but I shall not! I am the Superior Spider-Man and I will have this Spider-Army's heads!"

Anti-Venom grabbed the 'Superior' Spider-Man by the neck while lifting him in the air, "How you gonna stop me, then?" Otto paused before realizing he hadn't planned for Anti-Venom to ever return, "I…I don't know."

Eddie started draining the power out of Otto's systems. He could feel all the power leaving him. The radioactive blood in his veins became just regular blood, his strength became that of regular Peter Parker, his speed was reduced to that much lower than usual, and he just felt weaker all around. Eddie dropped him onto the ground, "How does it feel to be left without power, Otto?"

"It feels awful…" Otto answered as he held back tears. Eddie's look turned stern as stone, "I know what it is like. It's a feeling worse than death, so I'll just leave you as you are…without power." Otto banged his fist on the floor and it didn't even dent it. He truly was left with no power whatsoever. Flash motioned to the rest of the gang, "C'mon guys, let's go find Miguel."

As this all took place, Miguel was on his own quest to find Crime Master. It was easy with the directions Otto gave him. Turns out Eddie was right, the basement is where he was hiding out in. Miguel took an elevator all the way down there, finding himself in a room with what appeared to be a dimensional teleporter similar to the one that Parker Industries had in their lower corridors. He walked around the room until he found a door that lead to a more office-like room with only a desk and two chairs.

In one chair was the morally ambiguous Ty Stone but he was tied up to his chair. Ty started begging Miguel to let him out, "Hey! Other Spider-Man! Help! This masked sociopath kidnapped me!" The man in the other chair was Crime Master, "Ahhh Miguel, I've been expected you. I'm ecstatic to see you've made it." "Alright Crime Master, what's your game?" Miguel questioned the masked manipulator.

Crime Master got up from his seat, "Now why the shock would you ask that, dearest brother?" "Brother…?" Miguel thought to himself. It was then he put the puzzle pieces together, "Kron?!" Crime Master removed his hat and mask revealing a man with a deranged look in his eyes with bushy white hair and thick white eyebrows, "Now you get it. I had to make sure gramps over there got a head start in Alchmax." Ty looked at the crazed man with widened eyes, "G-gramps…?"

"That's right, grandpa. I'm your grandson," Kron confirmed with a wry smile, "You're going to own all of this one day." Miguel punched Kron in the face, "I thought you were Scorpion!" Kron went down with that single punch. It didn't take him long to recover, "You're a fool if you really thought that would last. I found a cure…now I'm back to being Kron for now. Soon I'll be with my other again!" Miguel knew what that meant instantly, "You aren't going to be Venom anymore after I put you out of commission." Kron tried to stab his half-brother but Miguel avoided the attack. Ty watched the battle with the implications of what Kron said flooding his mind.

It seemed like the two of them were at equal footing until Kron ripped his suit jacket off, revealing a bomb strapped to his chest. Miguel stopped instantaneously when he saw the bomb, "What are you doing with that thing?!" "When I said my other I didn't mean Venom," Kron began, "I meant you. We're both gonna see each other in Hell!" Ty looked at the bomb in abject horror as he tried to break out of his ropes but the man was far from super human. He looked to Miguel with pleading eyes, "Stop him! Stop him right now!"

Miguel tried to restrain his brother but he avoided every attack, "I'm trying here!" Kron reached into his pants pocket, pulling out the bomb trigger, "Just try and stop me! You can't!" Kron then felt something grab him, something that was invisible. He looked around in a panicked fashion, "What…what is that?!" What caught him finally appeared and it was Mysterio! Mysterio chortled loudly, "Betraying me was the biggest mistake of your life!" The shock of seeing his old boss shook Kron up so much it made him drop the trigger. Mysterio then snapped the future Stone's neck with very little hesitation.

Miguel looked down at his half-brother's corpse with both a feeling of closure and emptiness, "I'm glad he's gone but…I can't help but think this could've gone better." Beck shrugged, "Bah that's heroes for you. I'm just glad I got my revenge." Tiberius was shivering after having witnessed what he did, "What…what just happened?" Miguel picked him up including the chair he was stuck to, "Don't worry about it." He then looked toward Mysterio, "What about this place?" Mysterio grabbed the trigger, "We blow it up." Miguel shook his head, "We have to evacuate it first!"

Mysterio sighed, "Oh very well." He sat down at the desk and got on the intercom, "Attention to all people occupying this complex, I am Mysterio! You all have 15 minutes to evacuate the building before I blow it to smithereens! That is all." The future Spider-Man was baffled at this, "…are you for real right now?" Mysterio didn't get what the big deal was, "I'm a supervillain this is what I do on a day to day basis. Now get out of here!"

Miguel obliged, taking both him and Ty out into the main entrance of the building which was quite busy. Hundreds of people were flooding out of the tower as if their lives depended on it, which it did. Miguel ran into the crowd hoping to get out before Mysterio actually went through with blowing the place sky high. He even ran into the rest of the Spider-Team. Flash asked Miguel, "Who's that you got?" "It's my grand dad," Miguel answered, "don't ask it's a long story."

Atop a not so distant building, Black Cat watched the people flooding out with a grin. "Oh Kingsley is going to like this," she muttered to herself. She pulled her communicator out while trying to contact Kingsley but there was no response. The cat thief paced around the rooftop awaiting an answer yet nothing came. She sighed, "Guess I'll go investigate it myself, then."

She jumped off the roof, throwing out a grappling hook that latched on another roof. She swung before finally landing right at the doors to the building. When she entered it was entirely evacuated. It was scarily empty for building that was once so bustling with activity. The thief did not seem to mind this at all since it made it that much easier to get what she assumed Kingsley wanted.

It seemed like she had finally made it in the underworld once again. She felt Spider-Man made her a laughingstock in the villain community but she'd soon be proven wrong. Her heels clacked merrily until she saw both Kobold and Hobgoblin stepping out of the elevator. The clacking came to a sudden halt and her wry grin turned to a look of disbelief. Hobgoblin noticed her with a faux frown forming on his rubbery yellow face, "Aww, someone looks disappointed!"

She remained quiet while just staring him up and down. It took her a solid 30 seconds of silently looking them both up and down before uttering a word, "I thought Buhmann was our enemy, Kingsley!" Hobgoblin chortled gleefully, "It's funny you should say that but he's our benefactor! I'd give you the final lesson in our little course but I think Kobold will issue that to you."

Kobold reached into his jacket, pulling out a flashy studded revolver from inside. "Your final lesson, Ms. Hardy, is that the boss does what the boss wants to," Kobold responded while aiming the revolver at the villainess, "and that includes putting future rivals out of commission when they start getting wise to when they're getting played like a fiddle."

Felicia's heart sunk when he said that, "But…I thought we were going to rule the criminal underground as a team." Kobold's only response was to shake his head, "Oh dearie me, you really are outdated in how villainy works these days. Then again, what could I expect from a woman whose entire career was spent being more morally ambiguous than truly evil?" He took fire yet Felicia back flipped out of the way. Her dumbfounded look turned to one of anger, "I can't believe you've betray me like this you…you coldhearted bastard!"

Kobold waggled his finger, "What did you expect? That'd you'd be the next Kingpin? Gimme a break, you'll never be a good villain ever again!" She looked down sadly, "You're right, I won't be a good villain."

That's when her trademark cheeky grin kicked back in, "But it's not too late to be a great hero!" She kicked Kobold in the face, sending the old man to the ground. Hobgoblin grabbed her leg, tripping her up. She retaliated by tripping him up and leaping up on his back. A loud CRACK was heard as she landed right on his spine while wearing heels. Before leaving she bent over in an exaggeratedly dainty motion, peeling off his mask expecting to find a defeated Kingsley. What she saw instead was a defeated Chameleon! She stepped back in surprise, "Wait if he's not Roddy then who is…?"

She turned her attention to the elevator, seeing Buhmann trying to escape. Buhmann fired his gun at her as the door shut, hoping to get her away. She avoided the gunfire as she just barely slipped through the shutting door. Buhmann growled, "You just don't know when to give up!"

"I don't take being betrayed lightly, sweetheart," she replied during an effort to scratch him. He grabbed her wrist before the claws landed on him. She tried another scratch but he grabbed her other wrist as well. The two struggled yet Kobold prevailed, shoving her head right through the wall. Her scalp nearly scraped against the walls of the elevator shaft however she luckily pulled her head back in allowing her to deliver a headbutt to the old man's chest. This temporarily took the wind out of him as he backed into one of the elevators corners. She was about ready to finish the job until the elevator came to a halt with the door opening soon afterwards. This allowed Kobold a quick escape. She gave chase, hoping to catch the conman.

She stopped in her tracks when she saw him opening a wormhole to Earth-000. She gasped, "What…what is that?" Kobold placed one foot inside without saying a word. Not thinking, Black Cat tackled him, shoving them both in through the wormhole.

She looked around the strange and unfamiliar world around her. Earth-000 was very different from the world she was familiar with or just about any world at all. There was no sky, only a void of blackness just as dark as space itself. There seemed to be no ground either yet she did not fall into the darkness beneath her. It was hard to tell just how vast this place might've been, only indicator were the walkways to portal. The walkways were formed like the veins inside of the human body, splitting off at each portal. What the vein-like formations met at what seemed to be the center of this other-worldly place. Where they met was a mass of light beneath the invisible ground. What was odd about this light is that it flickered in a pattern, like heartbeat one might say. Standing tall above this light was the in-construction Alchemax facility that was bigger than the headquarters in New York, even when incomplete.

Before Felicia could even take this all in, Kobold shoved her off before making his way to his facility. She got back up soon afterwards, still taken aback by the new world. She took a step, fearing she might fall into the darkness beneath her feet, yet she stood on solid ground. She continued walking. Each step she took made her realize that while the terrain might seem to be nonexistent it was still able to be traversed easily. She chased after the aged executive with catlike speed.

She almost got him until a bulldozer nearly rammed her down. She was fortunate in that it just barely missed. She gulped while scoping the construction vehicle up and down. That fear only grew when she saw who was driving it, it was herself! "Look what the cat dragged in," the other Felicia sarcastically remarked with a knowing smirk. 616 Felicia looked at her counterpart with confusion, "Just what _is_ going on here?"

The villainess answered, "Isn't it obvious? This is a multi-universal mining operation it's practically the biggest heist in history! I'd be a fool not to be involved."

"I thought that way too once," 616 Black Cat regretfully said, "But I don't care about the biggest heists or anything like that anymore. It got me landed in wherever this is and now I'm talking with myself but evil." Her wicked counterpart shook her head, "He was right, you really did go soft in that universe. Must've been that Spider-Man…good thing I took care of him in my universe before I could end up like you."

When she mentioned Spider-Man, Felicia had a sudden realization, "Oh my god…I had forgotten about Spider-Man! He must still be mad at me…" The evil Cat approved of this, "You're all the better for it! As soon as you fully ditch him you'll finally be able to become the queen of the underground." 616 Felicia tackled the other Cat with pure contempt, "I told you I don't want to be that anymore! I must've been out of my mind to think like you!" They both clawed at each other for a solid minute before 616 Felicia finally shoved her rival out of the seat of the bulldozer. The fallen crook fell to the ground, just a hair's length away from the treads of the machine. She looked up with her eyes a blank, now knowing the fear her more virtuous counterpart knew just beforehand.

Felicia hopped off of construction vehicle while waving her dark reflection off, "Sorry, but I've got better things to do than to than to give you any more of my time!" The villainess got on her communicator, "We have a slight problem, Kobold…" "I can see that, Felicia," he calmly responded, "that problem is less her and more you." She turned to the communicator in a confused manner, "What…what do you mean by that?" Buhmann uttered just a few words before hanging up on her, "Felicia, I'm letting you go." She tried contacting him again but she got no answer. She growled as her brows furrowed and her lips curled into a snarl, "I'm going to get both that goody-little-two-shoes and that old man."

The other Felicia merrily strolled into the Alchemax facility, thinking she was finally going to get Buhmann. Something caught her eye before that distracted her from her quest for revenge. It was the front desk and behind it were dozens of screens. One specifically caught her eye and it was the screen that showed both Spider-Man and Spider-Gwen imprisoned with their restraints. Her hand went over the screen as she frowned, "Spider-Man…I know what I have to do." She noticed a number on the screen. That number was 32. Using this, she could assume that they both were being held captive on the 32nd floor of the building.

She waltzed over to the elevator and pressed the button. The elevator door eventually opened, inside were six armed guards ready to strike. She backed away as the six of them ganged up on her. One went in yet she countered by picked the goon up and tossing him back into two other guards effectively taking out half of them in one swift move. The other three went in all at once with batons swinging. She leapt above them before landing behind them. She pulled out a grappling hook which she used to trip up one. Another ended up tripping on the fallen one's body. Finally there was only one guard left.

They both stood there for a good couple of seconds. The guard spun his baton before going in for the attack. She grabbed his arm yet he managed to get a good right sock to her cheek using his free hand. She stumbled slightly but then regained her footing. She stared back up at the guard waiting for him to make his next move. The guard tossed away his baton, opting instead for his trusty taser gun. She used her grappling hook to snatch it up before he had a shot to use it. Before he knew it, she had thrusted the taser right into his back causing him to finally go down.

She rubbed her cheek while inspecting his body, "I'll admit, he got me good there…" She finally marched into elevator now that all obstructions were gone. She clicked the button that would take her to the 32nd floor, hoping that when she got there that she'd be able to free her former friend from his bonds…


	18. 17: Alchemax Exposed

**Author's Note: Before I start, I'd like to apologize for lack of consistent updates in both this and my other stories. I've made the mistake of writing multiple stories at once which has proven to be more difficult than I thought. Don't worry, now I'll try to update on a more regular basis for this story. Only reason I really haven't is because I was unsure of where to take it after all of this but now I think I've got an idea. Thanks for sticking with me, means a whole lot. With that out of the way, let's get to the story.**

The elevator arrived on the 32nd floor in no time at all. When it stopped Felicia stepped out as soon as she could. Her attention turned straight to the restrained Spider-Man and Spider-Gwen. She made her way to him before fiddling with his restraints. Spider-Man was unamused to see her here, "Black Cat? I should've known you'd be here."

"It's not what you think, Spider. I'm here to help you," the reformed thief informed him. He looked her in the eye. His Spider-Sense wasn't going off so he believed her, "Alright, fine. I trust you but if there's any funny business…" She did a cross motion across her chest, "No funny business, I promise. Cross my heart and hope to die." He then cocked his head over to the restraints, "Now that we have that out of the way, can you get me out of here?"

"Hey hey what about me over here," Spider-Gwen interjected. Felicia slid her claws beneath the cracks of the restraints thusly snapping them open, "And voila! You're out!" She then did the same with Spider-Gwen afterwards. The teenage hero saluted her, "Thaaank you!" Spidey scratched the back of his neck awkwardly, "Errr yeah, thanks about that. I appreciate it." Gwen looked between both of them and asked, "Are you two gonna kiss now?"

They both denied that in unison, " _No!_ " The teen just looked away and shrugged, "Err alright, whatever. Can we just get out of here now?" Spider-Man shook his head, "Not yet, I still need to find my webshooters!" A voice came on the speakers that started taunting them, "Hah! You'll never find your webshooters in there! I've taken them for myself!"

The three of them looked at each other in confusion. Black Cat then had an idea, "While I was outside, I saw a helipad ontop of the tower! If he'd be making his escape, I'm sure it'd be there!" Spider-Man agreed, "Right! To the elevator!" The three of them rushed to the elevator yet they found it was disabled. The voice simply mocked them yet again, "Did you really think I'd leave that on? I've disabled the elevator and have locked the stairwell! I've outsmarted you."

The three of them panicked until Spider-Gwen noticed a window, "We could always wallcrawl." Spider-Man patted her on the back, "Great idea, kid! Why didn't _I_ think of that?" They smashed the window. Gwen went out first since she was the smallest. Felicia pointed out a small flaw in the plan, "Ummm…how am I going to wallcrawl?" Spider-Man wrapped her arms and legs around him, "Grab on!"

"Oooh if you say so~" she said with a flirty tone. Peter merely sighed in response. He crawled out with her just barely hanging on to him. Unluckily for them, they heard a helicopter taking off meaning they had no chance of catching up. Spider-Gwen groaned, "Ugh how are we supposed to catch that thing without our webshooters?" Felicia pulled out her grappling hook, "Spider-Man and I will go. You hang tight, little spider."

"Wait you want us to us to try and hit that thing while it's getting away," The red and blue hero asked with concern filling his voice. Felicia nodded excitedly, "Isn't it fun? Not like we've got a better shot!" Gwen sighed, "Do I really have to be left out?" It would seem like that until knock-off Goblins flew in on gliders while laughing. Spider-Man pointed to them, "Provide cover for us, will ya?" She nodded, "Can do!" She leapt at the knock-off Goblins leaving an opening for the thief and the spider to grapple onto the fleeing helicopter. Felicia threw her grappling hook at the chopper's landing gear, latching onto it.

"Wow…nice aim," Parker complimented. She smiled at him, "Oh you know, after you use this for so long you kinda become an expert at it." Spidey then let go of the wall so that they swung towards the copter. The momentum of nearly sent them into the blades of the flying machine yet they just barely avoided getting hit. Soon after that they stopped swinging and dangled below. Spider-Man crawled up the grappling hook up into the helicopter. Sitting in the cockpit was Kobold Buhmann. He looked over at his unwanted passengers with discontent, "How'd you get in here?! Good thing I've got another way of escape." He opened the door and hopped out without a parachute. He was then caught by a very recognizable purple glider. He laughed maniacally at the now crashing chopper, "Enjoy the fall!"

Spider-Man searched around it for his webshooters. Just in the nick of time he found a satchel that contained his and Spider-Gwens shooters. He pocketed Gwen's and placed his on his wrist. Before leaving he grabbed Felicia. He shot a web back at the tower and swung out of the chopper right before it crashed into the ground with a loud **KABOOM**. Strangely enough there was no echo as it exploded. Spider-Man and Black Cat made it out okay. Kobold turned back on his glider rather enraged by all of this, "How can I ever be rid of you?!"

He reached into his suit, pulling out razorbats. The razorbats went flying at the web thusly slicing it. Spider-Man landed on his two feet while holding Felicia, meaning she sustained minimal injury. She gleamed at him, "You…you saved me." He waved it off, "Oh that? Don't worry about that, all in a day's work."

Kobold glided into the air with a grin upon his wrinkled face, "This isn't over, far from it! I've got your portable dimensional teleporter! Good luck getting back home!" He shot open a wormhole with the device, flying inside of it. Spider-Man shot out a web, trying to stop him from leaving. The web missed, allowing Kobold to easily escape. The wormhole shut soon after. Felicia groaned with frustration, "He's gone! How do we get back?"

"We're in Earth-000 this place is the gateway to the multiverse," Spider-Man reminded her, "we just find our portal and there we go!" She sighed at the idea, "How do we know which way is our way back to _our_ Earth, though?"

That was a good point, just _how_ would they? Spidey was unsure of how they would himself. That's when a vein-like path beneath their feet glowed vibrantly. They both took notice of the light immediately.

"You think it means something," Felicia asked.

"I don't know but I don't think we have much other choice."

The two exchanged nods but before leaving Spider-Man called out to Gwen, "Hey Spider-Woman, you coming?"

She stopped fighting the knock-off Goblins and landed on the ground. She went along with them. Spider-Man handed her webshooters over, "You're gonna need these." She placed the webshooters on her wrists, "Thanks, I almost felt naked without them." Felicia tapped her foot impatiently, "So uhhh are we going to go, or…?"

"Oh right! After you, Cat."

"Such a gentlemen," Felicia replied with a mix of sarcasm and genuine delight. She walked across the path with both Spiders following closely behind. They continued on looking in through each portal they passed by. Seeing the multiverse like this really gave a new perspective. This new perspective was a mixed one. Knowing that you were not the only one of yourself out there was such an indescribable feeling.

The path then diverged into a portal with the ever recognizable New York City skyline. Felicia closely inspected the portal, "You think this is it?" Peter stared at it trying to find something that could confirm it's what they wanted, "Uhhh maybe? New York is New York no matter where you go in the multiverse…most of the time. We might as well take the plunge, though."

Spider-Man was brave enough to be the first to go in, Spider-Gwen jumped in soon after and Black Cat gulped before going in.

Back in 616, Kobold flew back in on his glider, coming back just in time to see Alchemax come to a crashing end as it exploded from the basement, sending the overly large tower to the ground in an instance. It was evacuated but Kobold still felt the pain as he yelled out, "No! My criminal empire! Ruined!" His yelling caused the 616 team of Spiders take notice of the now enraged old man.

"Who's that on the glider," Flash asked while trying to get a better look at him. Eddie looked up along with him, "Dunno, but he's on a Goblin glider which is always bad news." Miguel shot a web up at the glider trying to catch it. Kobold avoided it narrowly while looking down at the team, "So you must be the troublemakers who destroyed my beloved Alchemax! No matter, I'll be able to rebuild. I don't think you will, though!"

He threw down a smoke bomb at them, blocking all of their eyesight. Soon after that he quickly vanished. They all looked around but found nothing. That's when the Hobgoblin interfered by flying into the area. Mania groaned, "Ugh, more of these weirdoes. What's with them?"

"Spider-Man tends to make a lot of enemies with Goblins," Flash explained, "Not sure why that specific gimmick but I guess if one was successful then the others should be too, right?" Hobgoblin wasn't picking a fight with the heroes, though. Not only was Hobgoblin there, Phil Urich, former Goblin King now Goblin Knight, was also there.

Urich threw a bomb at Hobs, which he ducked under. Hobgoblin's glider swerved over to him, "What the hell do you think you're doing?!" Urich grinned maniacally, "I'm taking care of business, Kingsley! You'll pay for driving a glider through my stomach!" The orange clad goblin was quite confused by this statement, "What…? I'm not Kingsley you idiot, the old man is!" Urich dove at him with his fire sword swinging wildly without control, "I've seen through your tricks this time! This another hologram?!" Hobgoblin countered the sword with a razorbat throwing it out of Urich's hand, "Are you daft? I'm not Kingsley, I want him dead too!" Urich shot out a sonic laugh, "Lies! All lies! No more Hobgoblins!" The sonic laugh caused Hobgoblin to throw his hands around his ears, "I'm not lying! Listen to me for one moment!" This left Hobgoblin open as another bomb hit him right at the base of the glider. The explosion sent him careening down to the ground.

"I just finished what I should have years ago," Kobold wryly said with a smirk on his wrinkly face, "hope Lefty decides to stay dead this time." Urich turned to Kobold with a paranoid wide eyed look on his face, "Kingsley?" Buhmann chortled, "Of course! You shave your beard and half your hair and people think you're a completely different old man! Time to make sure there's only one Hobgoblin left." Urich, without thinking, just jetted right at Kingsley. Kingsley's glider moved down allowing him to avoid the attack. He then reached into his pockets while pulling out a set of razorbats. He tossed the cluster of razorbats at the Goblin Knight's wings thusly slicing them to bits. Urich went crashing into a nearby building surely sustaining a high amount of injuries if not dying outright.

The Spider-Army was about to intervene but Peter, along with Gwen and Black Cat, walked out of a wormhole. Miguel gasped, "How did you get saved?" Spidey's thumb pointed to Felicia, "She saved me, if you want to thank anybody thank her."

"I thought you were evil now," Toxin pointed out. She corrected him, "I was but then I saw what I might become." Spider-Man then motioned to Kingsley, "She and I will take care of him. I want you goes to head back to base and take Gwen home." Miguel obliged, "Sure thing!" Flash showed concern for them however, "You sure you got this, Pete?"

"I know I do," Peter typically boasted as he shook hands with Flash, "Now go. This mess will be sorted when I get back."

"What of myself," Mysterio questioned, "will I have to go back to jail?" Spider-Man didn't care at this point, "Doesn't matter right now, we'll sort that out when I get back to base. For now, I need to take care of Kingsley." Felicia butted in, "You mean we need to take care of Kingsley." Kingsley took notice of them instantly, "Well, well, well look what we have here! Found your way back so soon?"

Their attention turned to him, "We were led back, actually. Isn't that nice?" Roderick warmly smiled, "Why of course it is," he began before that smile turned to rage, "actually it isn't nice! I'll never be rid of you at this rate!"

Felicia threw her grappling hook so she could latch onto the glider, "I can't believe you'd lie to me like you did! Never would've thought such a kindly old man would turn out to be you!" Kingsley pulled the wire up sending Felicia up to him, "You worked with me before, what makes me so bad now?" She tried scratching him, "I regret ever having signed up for the job!" He grabbed her wrist before twisting it violently, "Consider yourself fired, then." He threw the grappling hook off the edge along with her. She would have surely fallen were it not for Spider-Man saving her mid-swing. She swooned in his arms but remained silent. No words could say anything about how she felt about him right now.

He shot a web with his free hand into the exhaust of the glider, clogging it up. Smoke fumed out as it was sent down yet Kingsley leapt off, rolling onto a nearby rooftop. Spider-Man followed quickly behind, landing on the same rooftop. Both stared each other down for a solid minute before Peter said something, "Face it, your plan is over Kingsley. I've got you exactly where I want you." Kingsley's hands went on the air, "Maybe you do, my friend. I must say you and Felicia make a better team than her and I did." She smiled having heard that, "Good, I like working with him better than I did you anyway."

"Well there's no need to hurt feelings here," Roderick sarcastically said was he aimed his arms at them. More razorbats shot out of his sleeves right at them. Both rolled underneath them quickly. When they looked back up, Kingsley had vanished. Spider-Man was far from happy by this, "I hate that disappearing act he likes doing!" Roderick got Felicia in a chokehold, "I love that disappearing act I like doing!" Spider-Man attempted to deck the greedy executive yet Kingsley used Black Cat as a shield. Spider-Man drew away his fist, "I'm so sorry!"

"D…don't worry about it," she slowly got out despite being choked. Kingsley's grip only got tighter as he mocked Peter, "Come on! Show me what you got, Spider-Man? Oh wait, you can't!" Spider-Man got creative as he shot a web down at Kingsley's ankles, tripping him up. As he tripped, he relinquished Black Cat thusly allowing him to grab her. Roderick nearly got up but was trapped by Spider-Man's web far too quickly to escape. Spider-Man stood victoriously over him, "It's over, Roddy." He frowned realizing he actually had been caught for the second time in his long career. He struggled in the web's grip but he was powerless to break free.

Soon after Spider-Man and Felicia left the cops showed up. Kingsley looked up to them with the eyes of a snake oil salesman, "If you fellas let me go I can make it worth your while." The boys in blue were not having it, "No deal, 'Mr. Buhmann.' You're under arrest for identity fraud, escaping arrest, and all kinds of multi-dimensional stuff they don't pay me enough to handle." Kingsley sighed, "Just make it quick, then." They hauled him off to prison soon after. With the threat of Kingsley gone, Superior Spider-Man having been depowered, and Mysterio quitting the multiversal take-over business it seemed like all was well.

* * *

 _Epilogue:_

Spider-Man returned to Parker Industries along with Felicia. He met up with every member of the Spider-Army he had encountered so far to thank them for their help in destroying the threat that had loomed over them all. Soon after that, he sent them all back home but not without communicators so they could keep in contact in case something like this ever happened again.

Soon after that he met up with the symbiote squad. He thanked them too for their help and asked what they were going to do now. The team was unsure but decided to head out for elsewhere seeing as how New York City was already crowded with Spiders.

As for Mysterio, Spider-Man had decided that Quentin deserved some more time in prison but his sentence was lightened due to his assistance. Lastly there was Black Cat. What was Spidey to do with her? Spidey had decided that his 'boss' at Parker Industries, Peter Parker, was so impressed with her that he had her hired as another bodyguard alongside Spider-Man.

Kingsley's time in prison was unpleasant as both Quentin Beck and Tiberius Stone had grudges to settle with him. They did not relent in giving him a hard time. Speaking of Tiberius, his guilty verdict had been stricken from the record and he was given what was left of Alchemax seeing as how he was the last person left who had any stake in the shambling remains of the business.

Spider-Gwen was returned home as well, happy to see her father yet again. The call for Spider-Gwen's head was called off. That universe's Norman Osborn was also released from prison, taking back Alchemax while shutting down all multiversal connections of it. It seemed alls well and ends well but that doesn't explain one thing…

* * *

 _But Not Really an Epilogue:_

A couple nights later, Peter Parker was preparing for bed when he was disturbed by Madame Web! Spider-Man looked around the void the two were in, rather confused, "Now what is it? I took care of both Mysterio and Alchemax!"

"Yes but there is still one last looming conflict, I can sense it."

"What conflict…?"

"You will see," she vaguely answered, "an enemy you thought was taken care of still lives on."

"Who?!"

"You will know when you see him," she said as the void around them vanished and the restless Parker was left to wonder what she meant. He looked at a lone communicator on his nightstand, considering if he should reassemble the Spider-Army. Now was not the time he thought, he would wait until the threat would come. But the threat was always there, always waiting, always watching…

Many nights ago, the very same day Spider-Man thought he had taken care of the multiversal threat, deep within the rubble of Alchemax tower one man didn't escape the explosion. He didn't want to escape. That man was the former Superior Spider-Man, Otto Octavius. His clawed hand broke free from the pile of wreckage. Then he pulled the rest of himself out, enraged at having survived.

"According to my calculations that should have killed me," he mumbled to himself as he dug himself out, "How did I survive? I am without power, a brilliant mind stuck in a weak body. I do not want to live like this."

He looked around the area, seeing that the cops were pulling up in the Alchemax parking lot. He leaped out of the destroyed remains, taking refuge in a nearby alleyway. He huddled against one of the darkened walls, kneeling in shame. That's when he felt a liquid crawling across his back.

"Is it starting to rain," he asked while looking up above. It wasn't raining rather it was Poison's symbiote trying to bond with him! He gasped in fear, "What is the meaning of this?!"

A voice rang out through his head, "I am without a host and you are without power. Alone we are nothing, but together we may make something." Otto was unsure of this, "I don't know…"

The voice's temptation only grew louder in his head, "You know you want that power back. With me, you can. Not only that but you'll be stronger too. Both of us will be." At this point Otto was desperate, he had no other options left. He agreed, "Very well, bond with me."

The suit covered him up entirely as new tentacles took over where his metal ones failed. His costume remained similar to as it was when he was bonded with Flash's symbiote. The pain of bonding was still the same. He growled and groaned as it took shape over him. Then the process was finally complete.

He laughed maniacally as his monstrous teeth took shape, "We are no longer Poison, nor are we the Superior Spider-Man…"

He clenched his fist in rage as the laughter stopped, "From now on, we are the Superior Venom!" Superior Venom activated his wrist device which was still fully functional. After that he used it to leave this dimension, making his way back to his home. He would not be gone for long, though…


	19. 18: Octavius' Gambit

Even with Madame Web's warnings in mind, Peter didn't notice anything especially odd after Alchemax's fall from the limelight. It seemed like nobody wanted to talk about the once respected company after that incident. The common populace was unaware of 'Kobold's' true intentions since S.H.I.E.L.D. was able to easily cover up most multiversal traces soon after Alchemax collapsed. They just thought his crimes were a hostile takeover and nothing more.

But no, it would not be Earth-616 that would first experience the now vengeful Otto Octavious' wrath. Rather, it was Earth-94 that would be the first one to start noticing dimensional oddities. Within this New York, Ben Reilly Spider-Man relaxed atop a high skyscraper. He wistfully reflected while looking to the sky.

"I'm so glad to be home," he said to himself, "travelling across the worlds was fun and all but nothing quite beats the New York City I love." As if on cue, Kaine appeared behind him, wrapping his arm around his brother's neck.

"Welcome home," he remarked with a hint of malice while keeping Ben in a chokehold. Ben pulled Kaine over his shoulders, sending him to the ground, "Same old Kaine, huh? I'm gonna miss the other one from that world…" Kaine grabbed Ben's ankle, leaving his Mark of Kaine on it. Ben gasped while kneeling down to the injury. Using this as an opening, Kaine stomped over Ben's back keeping his foothold over him strong. Ben struggled as Kaine bragged, "You don't get to stay home forever. I've got an old associate coming for you."

Ben didn't even get a chance to ask who as claws dug straight into his back. He heard an ear piercing screech before his vision faded to black. He did not awake. Instead he felt something overtake in his unconsciousness. Something familiar…it was a symbiote! When he had next awoken he was reborn yet again as Spider-Carnage! The symbiotic combination was a deadly one for when Spider-Carnage had arisen, he attacked Kaine!

His assault was cut short by his attacker, the Superior Venom, as he grabbed Ben by each of his limbs with his four twisted tentacles. Spider-Carnage struggled in the air, dropping the communicator Peter had given him in his haste. Otto waggled his finger, "That is not a way to behave, my new friend." Spider-Carnage struggles in their grasp while hissing maniacally. Otto merely continued talking in the face of danger, "You will help serve my new world order! A world order rid of all Peter Parkers from across the all dimensional planes! And after that, we will make _all_ of the multiverse tremble as we cover them in symbiotes!"

Spider-Carnage's already permanent grin grew only wider at this proposition, "Heheheh…you really think so? Yeah, _yeah_ I could go for some of that! We'll rule the world!" Otto corrected him, "Not just the world the whole multiverse. Come along now." He then dropped his henchman.

Kaine grabbed Otto by the shoulder, "I thought you were going to kill him so I'd be the only one!" The sinister symbiote responded in kind by shoving Kaine off of the roof, "I lied. Those who do not share my vision will be crushed by it." He went careening off the edge to his inevitable demise.

Otto gestured to a wormhole he then opened up with his wrist device, "Come along, we have business to take care of. First thing's first, we need to prepare the multiverse for symbiotic bonding. I know just the place we can go to start."

Spider-Carnage followed his newfound master to their hideout. Someone would be hot on their tail as Kaine clawed his way back up the building. His mask was torn to shreds, revealing his scarred face. He climbed to the top of the building, fuming that Otto had betrayed him. He growled, "I killed him before, I can do it again! But how…? He left me here with no way to get back to him."

He looked down to see Ben's communicator on the ground. He picked it up, calling 616 Peter up.

Back in good ol' Earth-616, Peter was sitting at his desk with his feet up on it when the communicator started ringing. He fell backwards in his chair. This was the first time it rang since he gave them away. He reached into his desk's drawer, pulling it out. He picked up, "Ben? What's going on?"

Kaine answered, "I don't know who's on the other line of this but you're going to want listen to this!" Peter recognized the raspy decrepit voice of the Kaine he once knew, "Kaine! What did you do to Ben?!" Kaine was quite unamused he was assumed to be the one who did it, "It wasn't me! It was that nutjob Doctor Octopus still in your body."

"Otto…? But I thought he was…"

"He isn't! Even worse he's bonded to a symbiote now," Kaine confirmed, cementing Peter's worst fears.

"That means he's probably going to try and infect the people with the symbiotes…again."

Kaine again confirmed that, "He said something like that, yeah. He started with Ben Reilly and will probably move on from here." Peter gasped, "He got Ben?! Okay I'm going to need to get drastic here. Look I'm going to see what I can do. In the meantime keep a lookout for billowing fog. If that's there, that means he's readying the populace for bonding."

The deranged clone for once listened to Peter Parker, even if he was from another dimension, "Got it. I'll keep an eye out." As soon as their conversation ended, Peter pocketed the communicator and made his way out the door. Not even paying attention, he walked right into his new bodyguard. That bodyguard was Black Cat. Her suit was upgraded from the original. It was a full black bodysuit with the only white fluffed accent being around her collar. There were other fluffed accents but they were more of a lighter black instead of white. Instead of a classic domino mask, she had on a set of white tinted goggles with black edges that resembled her old mask. Lastly were her claws, which glow neon green just like Spider-Man's stealth suit. She smiled at him, "Going somewhere, Mr. Parker?"

He awkwardly smiled back at her, "Uhhh yeah, I'm just going off of the building's premises. Something just came up." She ran a finger up his chest, "That so? I should probably stay around you just so you're protected."

He shook his head, "Oh no, that's fine. You stay here. Spider-Man will do a fine enough job."

"If you say so," she unenthusiastically accepted," and by the by, when you see Spider-Man thank him for putting in a job recommendation for me. I can't recall if I've ever had a legitimate job like this."

"Can do," he said as he walked on out, "make sure nobody gets where they're not supposed to be!" She waved him off as he stepped out. She sat down in a nearby seat and tapped her fingers on the arm rest in a mindless fashion.

"He sure does go where I'm not needed. I do wonder why my boss even needs a second bodyguard…"

She stopped tapping her fingers, coming to a realization, "There's something more to this. Mr. Parker is just so mysterious…and maybe a little charming. Charming or not he's hiding something. I should find out what."

Soon after that, the former cat thief leapt out the nearest window. She aimed her hand at a close building then she slightly clutched it. The five glowing claws on her fingers shot out on sets of strings. They latched onto the building and she was pulled in. She climbed to the top with a smirk, "Gotta love those upgrades."

Using her goggles she scoped the streets from the top of the city trying to see if Peter was walking around. Before she knew it, someone was tapping her on the shoulder. She turned around to see Spider-Man.

"Whatcha lookin' for," he asked slyly. She answered seriously for once, "It's about our boss, Spider. Do you ever notice how he walks out often with no explanation?"

"Whaaaat? Psssh naw, nope, I think you're just making assumptions. He's a busy man after all."

She wasn't so convinced by him, "I'm not so sure. He seems a bit shady sometimes. I think he acts nice but Kobold Buhmann sure seemed nice too until he was revealed to be Roderick Kingsley."

Spider-Man was baffled by these accusations, "I am—he is not like Kingsley! I've worked for Mr. Parker for quite a while so I think I'd notice if anything was wrong."

"I guess you're right," she replied, "if anybody would know if there's anything wrong with him it'd be you. I still can't help but wonder, though…"

"Maybe I could organize a meeting between you two or something if you're so sure he's off his rocker. He'd agree I imagine."

She nodded, "Sounds like a plan. So now tell me, what are _you_ looking for?"

He began to explain, "You know that interdimensional crisis? It's apparently not over yet."

Felicia groaned, "Are you for real? I don't get it, what else could there be?"

"Otto Octavius, that's what. He's going to try and populate New York with symbiotes."

"Again?"

He confirmed it, "Yeah, again. Not just this New York, though. No, he's trying to infect all New Yorks across the multiverse it seems."

Black Cat offered her hand, "If you need my help, I'm more than willing to assist." He took up her offer, "Glad to have you on my side." They shook hands happily before Felicia asked, "So…how do we stop him?"

"We need to find out where his hideout is," Spider-Man answered, "and I think I know who's going to help us look."

"You do," she asked curiously, "he's got the entire multiverse to make a hideout in, we're stuck only guessing where he might be."

"Not just us, Felicia. The Spider-Army can back us up here. There's no way Otto can hide out forever with all of them by our side."

She rubbed her chin, "But how can we be sure they'll all be able to back us up?"

Spidey got out his communicator, "I guess we had better start making some calls."

A couple hours later, in the basement facilities of 616 Parker Industries the entire Spider-Army had reunited. A surprising amount of them were dressed in their pajamas this was so short notice. Peter waved at them nervously, "Uhhhh hi there, guys. Glad you all could make it."

A good number of them raised their hands. Peter motioned for them to lower them, "Okay now I'm sure you all are wondering just what you're here, huh?"

All of them in unison answered, "Yes!"

"Wow no need to be so cranky, huh," he replied with a weak grin, "it was a joke, people! I know this is a bad time but this is urgent! Know how we thought Anti-Venom depowered the Spider-Man of Earth-699, aka Doctor Octopus?"

They all nodded. "We'll never see him again," Anya Corazon commented. Peter's nervous grin turned to a frown, "While he might be depowered, he somehow got his hands on a symbiote. That's not the worst of it either because now he's got the idea in his head to infect the multiverse with symbiotes."

Even the most tired of the Spider-Army paused in fear when he uttered the words infect and symbiotes. The first to speak up was Miles Morales, "Can he _do_ that?!"

"There's no way it's possible," Spider-Punk denied, "to do that would require stuff even a nerd like Otto is capable of." Silk thought it was very possible, "I wouldn't doubt it, with all we've seen…"

"Will everybody please control themselves," Spidey said to calm their nerves, "I know it sounds frightening but that's why we've got to stop it before it can happen to _any_ universe!"

Silk raised her hand, "Excuse me, but what are the warning signs of a universe soon to be infected if any?"

Spider-Man gestured to a chalkboard with some buildings, "In this hypothetical situation, we need to look no further than the city." He grabbed a piece of yellow chalk and started drawing fog around the buildings, "If the city is covered in a dense unnatural looking fog, then that's Octavius preparing the city for bonding. If anybody sees this while scoping the multiverse, contact me right away."

"Hey Spider," Felicia interrupted, "why don't we call Eddie and that symbiote crew too? I'm sure they'd be a massive help in this situation."

Peter snapped his fingers, "That's brilliant! But according to Venom, they're trying to track down Jack O'Lantern before he strikes again so it might be out of the realm of possibilities."

"I think this takes precedence over trying to track down some pumpkin headed goon," Spider-Ham objected, "I mean this is a multiversal threat after all."

Peter turned to his porky counterpart, "Yeah I agree don't get me wrong, but it's their decision and not ours. I get it too, that Jack has done some harsh things to them from what I hear…things not too dissimilar to what another bomb lobbing maniac has done to me. If they get involved it'll be on their own merits."

Spider-Ham shrugged, "I guess I understand it too but I mean…yowza we're not gonna have a lot of fun with this one."

"When do we ever have fun," Spider-Man answered half sarcastically. They all looked to each other only to notice someone was missing. "Where's Ben Reilly," 616 Kaine question. Peter looked to his clone brother, "Doc Ock already has him. He's been turned into Spider-Carnage again."

Kaine slammed his fist into the armrest of his chair, "What?! I've already lost him once, dammit!"

"We didn't lose him! Not yet! We just need to remove the symbiote somehow. I've got the right tools for it."

The Webhead pulled out the big guns…literally he pulled out big guns. He introduced this weaponry, "These are Parker Industries designed symbiote removal and detainment weapons. They have built-in sonic capabilities. And for those of us with web shooters, there are also made flame based web cartridges. Our benefactor, Peter Parker, was kind enough to make us some." Felicia walked out and then back in with more of the cannons and web cartridges. Peter continued, "I'm not big on guns and I'm sure nobody else here is but desperate measures are required here." Felicia handed each Spider a cannon.

Web-Slinger looked at the cannons in a funny way, "Now what in tarnation's this? Y'think we could get these made in a revolver form?" Spidey scratched the back of his neck, "Well to do that would require a lot of compacting. I'm not sure if we're capable of that."

"Maybe not now, but I know my world will be able to come up with something like that," Spider-Man 2099 interjected, "I'll try to sneak some of it over so our artillery isn't so cumbersome." 616 Spider-Man stroked his chin, "You think you can do that? I mean Cable is also from the future and I see him carrying weapons this big all the time…"

"Cable? I've never heard of him," Miguel trailed off. Soon he got back to the subject, "Don't worry about it, I'll fetch the technology possible to make this weaponry more efficient."

The room went silent soon after until Spider-Man proceeded to wave his web swinging compatriots off, "Search your home dimensions, people! If there's nothing suspicious in your homes then we'll start searching elsewhere."

The entire army departed back to their respective homes soon after this incident, leaving Spider-Man and Felicia to think to themselves. Symbiotes always spelt trouble for the hero and this seemed like no exception. Hopefully Flash and his gang would be able to take down Jack O' Lantern so they could help with this symbiote crisis. It didn't look like it'd be easy as Jack O' Lantern had a very important meeting with someone.

Elsewhere, in Philadelphia the aforementioned Jack O'Lantern was patiently waiting in an alleyway right next to a long abandoned apartment complex. He was soon greeted by a man dressed in a trench coat and hat that hid his identity, "I'm glad you could make it, Mr. O'Lantern.

Jack turned to him, "Ahhh, my generous employer is finally here. So where's the money?" The shady man handed over a briefcase, "Here is a bit of your payment. You'll get the rest when this proves to be a success and should you survive."

Jack pulled the case from his benefactor's hand, "Oh don't worry I'll make sure they stay out of your operations as long as you've got the right tools for the job."

The man in the coat handed over another bulkier briefcase to the deranged villain, "The necessary weapons are in this case. Each of the ones provided should be enough to destroy any of their suits."

"Even the white one?"

"Especially the white one," the employer assured his employee, "there are six vials in there. Inside those jars is a liquefied form of some of the deadliest diseases combined into one. It will be more than enough to dispose of his suit, giving you time to kill the host as well."

Jack shook the man's hand, "Pleasure doing business with you, Mr. Parker."

The man shook Jack's hand as he took the hat off revealing the face of none other than Peter Parker, "It was a pleasure doing business with you too." Jack hopped on his broom and took off into the night while laughing maniacally.

'Peter' looked up at his escaping with a smug smirk growing over his face, "Phase one completed. Now let us begin phase two."


	20. 19: A Belated Halloween Special

The search for Octavius' lair was on! Where better to start the search than Earth-219 AKA The Marvel Zombies' Universe! Where better to run potentially life threatening and certainly suspicious tests that Otto's plan would require? Going to this universe to scope things out were Silk, Miles Morales, and 616 Jessica Drew.

The three Spider-Themed heroes entered the dimension well aware that what they would see would not be pretty. The skies were forever a deep red with black clouds surrounding the area. The city itself was in complete ruins. Not a single building remained high in the sky, rather they were dilapidated and the highest building left was only about 5 stories. The rest were either crumbled to pieces or partially destroyed.

Silk was the first to glance at the city with surprised eyes, "It's so…so…uhmmm"

"Bizarre?"

Miles suggested while scratching his head. Silk shook her head. Jess threw out her own thoughts, "Terrifyingly horrifically awful?" Silk nodded, "Yes! That's what I was thinking. It's terrifyingly horrifically awful to see the city we know and love torn to shreds like this."

Miles raised his finger, "The city you guys know and love. I come from an alternate universe."

"I think I doubt your New York is _that_ different from our New York. New York is New York no matter where you go," Jess joked. Miles pointed his finger at her, "And you, I got a question."

"Shoot."

Miles coughed before asking, "Are you a clone of Spider-Man? The Spider-Woman of my universe is a clone of Spider-Man."

Jess turned to him with a baffled look. All she had to say was one word, "What?"

Silk shook her head, "Nope, I heard she was a spider until she was mutated by HYDRA and turned into a human woman."

"That's ridiculous," Jess objected with a sigh soon after, "Where are you people getting these rumors from?"

Both shrugged. She pinched the ridge of her nose, "Okay okay we're getting off subject here. We should be looking for something malevolent instead of accusing me of increasingly ridiculous origin stories."

Miles rose his hand, "Uhhhh…I'm not the only one seeing a dense fog crossing our horizon, am I?"

Both of the women turned their attention to the yellow fog billowing out from beneath the sea. Jess smirked, "First sign of a soon-to-be infected area, dense unnatural looking fog. I think we have our test site."

Silk got onto her communicator quickly contacting 616 Spider-Man. Peter picked up on the other line, "Cin? What's going on?"

"We're seeing a thick fog surrounding the city slowly. So uhhh what do we do now?"

Peter was pleased to hear this, "Okay, now scope out all nearby warehouses on the coast nearest to the source of the fog. Hopefully you'll get answers there."

"Alright," Cindy replied, "We'll get going. See you when we finish here." She hung up directly after. She motioned to the shoreline which was littered with warehouses, "We need to go there and search out the warehouses until we get results." She leapt up into the air to try and webswing but the lack of tall buildings left her to crash into the ground.

She pulled herself up while rubbing dirt off of her, "Okay, how do we get there?" Jess started walking without saying a word, leaving her two partners to catch up. The streets were desolate. It seemed the city was just about evacuated. Miles raised his hand again, "So if this place is mostly abandoned…how come we're trying to stop Otto from trying to take it over?"

"If Otto has his tests run here and everything is functional that means that he'll just be able to do it all again flawlessly in the next dimension," Jess answered, "I mean I think that's Spidey's logic. I dunno to be entirely honest."

The two were about to carry on but then, they heard a shriek coming from Cindy! They looked to her with shocked expressions. Lying in front of them was the massive corpse of the Galactus, devourer of worlds! Worse yet, Silk's scream broke the silence of the zombie infested lands awakening many of them from their slumber.

The zombies growled and hissed at the heroes as they took defensive stances. Luckily for them, the zombies stumbled along slowly. They were in a seemingly weakened state by lack of food. Jess turned her attention to a rundown car across the street. The idea formed in her head that they could use that to escape.

Unfortunately standing between them and the car was a massive horde led by a zombified Colonel America! The colonel was the only zombie in the crowd who seemed to have enough juice in him to charge in after the three spiders. The colonel threw his shield at Miles who redirected it with a webline right back at him. The super powered zombie leapt up above the shield. The round vibranium made object bounced off of a street pole and back into the Colonel's hand.

Jess shot out a blast which the Colonel deflected with his mighty shield. Silk went in wrapping her webs around the star spangled zombie's legs. Colonel America tripped up, falling directly onto the ground. Silk's victory would be short lived as her ankle was grabbed in midair by a zombie. She was nearly bitten until Jessica intervened by shooting another blast at the zombie, blowing it to pieces.

Colonel America broke free of the webs while it hissed, "Huuuuungeeeeerrrrrrrrrrr."

Miles grabbed the zombified and Venom Stung him, shocking the corpse and sending him to his grave for good. The teenage Spider-Man gulped while looking at his hands with a surprised expression, "Did…did that just kill him? Did I just kill an already dead Captain America?"

Jess grabbed him by the wrist, "It's not hard to kill a corpse when you yourself aren't a corpse. Especially these guys, they seem awfully hungry." She then glided over the horde, landing right by the car. She ripped the doors right off, throwing Miles into the back.

"What are you doing?!"

"I'm stealing a car what does it look like," Jess sarcastically said as she hotwired the car, starting it up, "I'm surprised that worked the first try."

She pushed her foot against the gas pedal, ramming all of the nearby zombies. Silk hopped afterwards with a smile, "You saved me at just the right time! Thank you!"

"Mmhm, don't worry about it."

She turned on the radio and across all the stations was just white noise. "Ahhh yes, my favorite song," she joked. Jess yet again put the pedal to the metal, ramming right through any of the frail zombies that might be in their way.

It took only a few minute for them to arrive at the first warehouse across the coastline. It was one of few left that was in any condition to hide any kind of secret lair. They stepped out in front of it. Miles looked up to sign up top, "Warehouse 67…"

Silk scratched the top of her head, "But how do we get in?" The entrance was entirely shut off to anybody entering it. The doors in the front were boarded up as were the windows. Jessica got back into the car and just rammed the car right in through the doors.

"Oh," Silk plainly said, "I guess that works." Miles and her followed Jess inside. Silk instantly picked up a horrid smell, "Oh it totally reeks in here!" Inside of the warehouse were crates, of course, but weirdly enough there were corpses and bones. This would not be so weird but it appears there was no zombie presence inside of this hideout. Miles gulped, "Wh-what are these body parts here for?"

Using both common sense and her investigative skills she learned from SHIELD she came to one conclusion, "If I had to say, I'd say they were would-be survivors who succumbed to cabin fever while trying to hide out here. They probably killed each other in a fit of paranoia, some may have even delved into cannibalism were they desperate enough."

Cindy shuddered, "I think it's clear that there's nothing here. Everything's been boarded up, how would anybody get in here?"

Jessica agreed, "You're probably right." They were about to leave Miles pointed out signs that something alive was in here rather recently, "Wait!" He gestured to a broken window with planks of wood beneath it. Below it were footprints in the dust around the area. He picked up a nearby crate afterwards, revealing a passageway. He crawled in with the two women following.

They exited out into a long narrow corridor. The corridor itself was made out of some kind of glass as you could see directly into the ocean with it. Rather than a crisp clear blue the ocean of this universe was a putrid dirty green. There were no defenses built in, showing that this was a rather quick and hastily made facility. All it took for them to make it through was to step into the door, revealing the control room. It was a single room with all of the capabilities needed built into it, nothing more nothing less.

Jessica walked over to the main computer, "Allow me to take care of this." She didn't get a chance to inspect it closely as she was ambushed by Spider-Carnage. He grabbed her by the arms and stuck her to the wall with symbiote goop, "Not so fast!"

He then turned to the other two with a sick grin, "Heeeere I coooooome!" He aimed his hands at them, shooting spikes off of his fingertips. Silk grabbed Miles and pulled them both down. Spider-Carnage chased after them but he was met with a kick right in the jaw. It didn't take the symbiote possessed hero a second to recover as he grabbed Miles right by the leg. Miles responded by sending a venom blast through Spider-Carnage…which didn't do him any favors. Spider-Carnage snorted, "Nice try!"

Miles broke out of the beast's grasp, quickly going invisible. Again this didn't deter Spider-Carnage, who discovered him with his scent. Using his claws, he slashed Miles right out of invisibility. Were it not for Cindy pulling Ben back, he would have surely been a goner. Silk threw him out the glass pane, sending a surge of water right inside. Her eyes went wide, "Oh…ooooohhhh…"

Jessica broke out of confinement just in time. She motioned to them and then to the door, "Let's get out of here!"

They all followed out the door and into the corridor outside of the control room. They were soon stopped by a zombified Spider-Man, "Where do you think you're going?"

"We're leaving before this place decides to crumble on us," Jessica explained, "Now could you move, we're kind of in a hurry?"

The undead Spider-Man refused to move, "You've doomed us all! Those gasses were going to cure us all of our horrible disease! And now…I shall leave you to rot, as you have left us to rot!"

Miles shook his head, "You've got it all wrong, those gasses were going to make this place all the more susceptible to a symbiote invasion!"

"You lie!"

Silk tried to plead with him, "You've got to believe us we know that's what their intent was."

Spider-Zombie hung his head, "I should've known I couldn't believe them, yet I really did want to."

The corridor began to shake to which Jess said, "We should _really_ get going!" The zombie had just one thing to say, "Wait! From what I was told in Earth-1932 you should find one of Otto's top scientists, he too is a version of Spider-Man."

"Thanks," Jessica said as the other two made their way out, "Aren't you coming with?"

"No," Spider-Zombie denied, "you go on without me. I'll be fine."

She nodded, following her partners out of the secret hideout. Directly after she left, the lair blew up and sunk to the ocean floor. Miles wiped the sweat off his brow, "I'm surprised we made it."

"Me too," Cindy added, "but where'd the zombie Spider-Man go?"

"He didn't want to come back up," Spider-Woman answered, "guess he couldn't live in this horrid place anymore…I don't blame him."

"I don't want to be here anymore either," Silk replied, "I think we should go back to base and report what we saw."

Jessica activated the portal generator, "You're right, let's bail." They stepped out of the horrible dimension, much to their relief.

At the docks nearby the warehouse, Spider-Carnage dragged himself out from the water. He shook it off while grumbling angrily, "This won't be the last they'll see of me."

He shook his fist towards the sky, "They won't stop our plan, I won't let 'em!" He soon got a call from Otto, "Spider-Carnage, what just happened?"

"You won't believe it, boss, but the Spider-Army found us!"

Otto wasn't the slightest bit angry, "Oh I knew they would, it was only an inevitability I'm afraid. Worry not, now that I know for sure that they're after us I'll just have to work on our main lair sooner than expected. Luckily most of the work is done and I know exactly who'll pay for the rest."

"Hah! They'll never see us coming, man!"

The smug scientist agreed absolutely, "Oh not at all. Now report back to base, we need to get to work."

Back in Earth-616 Jessica reported back to Peter with their findings.

"We actually found something there."

"I'm aware," Peter confirmed, "did you get any information on where Otto's main hideout is?"

"According to zombie you we can find more information at Earth-1932," Jessica informed Spidey, "one of Otto's top scientists lives there from what he told me."

Parker rubbed his chin, "I'll have to have a team sent there as soon as I can."

Jessica shrugged, "It can't be too hard, can it?"

"It might be…" Peter replied, scratching the back of his neck. "Turns out someone took a substantial withdraw from my bank account and it wasn't me."

"Have any ideas who it might be?"

Pete nodded, "Probably Otto. Nobody else could perfectly imitate me and have that information. Both Mysterio and Chameleon were thrown in prison so who else could it be?"

Jessica nodded, "Makes sense to me. Better get that sorted out before he starts doing some heavy damage with that kind of power."

"Can do," Peter said with a hint of confidence, "Oh and Ms. Drew, thank you for the help. I know people don't consider us too related despite our names but it's nice of you to help us."

She smiled at him, "You're still a…errrr an acquaintance so it's only customary. Don't mention it. I should probably be leaving. Catch you on the web, Mr. Parker." Directly after saying goodbye she strutted out the doorway.

Peter looked away only to find Felicia Hardy looking at him through the window. He nearly screamed!

"Ms. Hardy please don't sneak up on me like that!"

She dropped in through window with a smirk, "Oh Mr. Parker, I'm sorry if I scared you."

Peter was still slightly hyperventilating even after he knew who it was, "Well d-don't do it again."

Felicia wrapped an arm around his waist, "You know I've always liked powerful men, Mr. Parker." The hyperventilating started up again as she said that, "Ms. Hardy you know you can't have any relations with your boss."

She rubbed his face against his chest, "Oh don't be such a prude. Say you're kinda cute from this angle."

He tugged at his collar, "I _really_ don't think you want to do this!"

A coy grin formed on Felicia's face, "I'm sure I do!" He pushed her off and stormed out the door as fast as he could without saying a single word. She pouted and stomped her foot, "Hmph! I'll get Peter's secrets out somehow. Maybe I'll have to be a bit more forceful next time."

It would not take long for Peter to assemble the team needed to head to Earth-1932. The team consisted of Anya Corazon, Earth-616 Kaine, and Spider-Ham. The three of them went into this new world not knowing what they would find.

What they saw when they entered was a village deepset within the 1800s, not unlike Lady Spider's world of Earth-803. But this world was very much more in line with the mid-1800s of 616. The modern revolution of technology was a long ways off.

The village was a modest affair, nothing much to talk about. That was except a castle high in the mountains of this village. Kaine looked around, "There's no way we're web swinging with huts this low. We're gonna need disguises."

Anya groaned at the idea, "I don't want to dress like these people, their clothes are so two centuries ago!"

Spider-Ham agreed, "What disguise could you possibly put me in to make me fit in?"

"It's a stretch but I think I might have an idea…"

Given a few minutes, and two sets of clothes from a nearby clothesline, both Anya and Kaine looked positively within the style of the time. But the problem came in with Spider-Ham who didn't fit in.

"Take off your clothes," Kaine asked his diminutive partner. Spider-Ham shook his head, "Whoa hey, noooooo way! I don't go that way!"

Anya turned to Kaine, "This is getting weird." Kaine looked back at her, "It wasn't before? Look, if we're going to be disguised as pig farmers then we need a pig." Anya got it, "Oh right!"

"I have rights," Spider-Ham yelled, "you can't make me take my clothes off!"

"…I can't believe you made me take my clothes off," a naked Peter Porker said a mere couple of minutes later. Anya pulled out a rope, "You won't be _too_ naked."

"That a noose," he sarcastically asked, "I could really use one of those right now."

Kaine wrapped the rope around his neck, "Not quite, it's a leash." Again Spider-Ham sighed, "This is just degrading."

Now disguised, the three of them went into the heart of the village. One of the villagers looked at Porker with baffled eyes, "That's a mite bit of a weird pig you've got there." Anya gulped, "Our pig? Weird? I don't think so!"

Kaine remained stone faced, "Insult my pig again, I dare you." The villager walked away afterwards without saying a word. Anya stared at him disappointedly, "Was threatening him really necessary?"

Kaine nodded, "You don't think so?" Spider-Ham interjected, "I'm not _that_ weird looking." This was a mistake on his part as now half the village was staring at him.

One of them called out, "A talking pig! It must be the work of witchcraft!"

"Nay," another disagreed, "I guarantee it be the work a' Piotr Parkenstin!" Anya smacked the porky hero, "I…uhhhh…I didn't know this pig could talk! Guess we shouldn't have bought from that gypsy!"

She turned to Kaine who said, "What are you talking about? There was no gypsy!"

"I'm trying to convince these people we're not witches," she whispered, "I don't feel like being burned at the stake today."

Kaine shoved her aside and picked up Peter Porker, "If anybody tries to burn us at the stake, I'll use this pig's satanic powers!" Spider-Ham glared daggers at the village people, "Errr…yeah! I've got 'satanic powers' and I'm not afraid to use them!" Anya got back up and pointed at her pig partner, "He'll do it too! He's crazy!"

The villagers stood back in fear, "Please do not hurt us! We will not burn you at stake!" Spider-Ham pointed at one specific one, "Hey you!"

"M-me?"

"Yeah you! Tell me what you know about this 'Piotr Parkenstin!' He sounds important," Spider-Ham demanded.

The villager fell onto his knees in fear, "He lives up in that castle! He has wrought us through much pain and horror with his creations!"

The band of heroes departed from the village soon after, much to its inhabitants' relief. Anya asked, "How do you know that Piotr Parkenstin is the guy we're looking for?"

"His name sounds similar to mine," Peter Porker replied, "that's a guaranteed sign he's significant."

She smiled at him as she giggled, "That'll do pig that'll do…I've always wanted to say that."

"I think someone already said that joke to me."

Kaine dropped him, "You can put your clothes back on." After a quick clothes change back into their heroic attire, they stormed into the castle of Piotr Parkenstin! It seemed rather desolate for the lair of a mad scientist...that was until they heard insane laughter coming from the very top of the castle.

So it was up the spiral staircase they went! Kaine kicked down the door to see a tall and slender man with goggles and a goatee in a lab coat standing with a scaly hunched over assistant standing beside him. "Who dares," the scientist asked, "who dares to enter the lab of Piotr Parkenstin?!"

"We dare," Anya defiantly stated with pride.

"Otto warned me you'd be coming here," Piotr noted as he hopped up on a nearby platform, "Connors! Raise me up!"

His lizard-like partner obliged, "Yesss massster!" He pulled a switch with his one good arm, causing a system of pulleys to open the ceiling. When the ceiling opened, the platform arose. Kaine motioned to the platform, "Spider-Girl, you're up!"

Anya chased after the platform until she was stopped by Connors. Connors stood shorter than her but he still freaked her out with his wide almost bug-like yellow eyes staring at her. She kicked him away, "Get away from me creep!"

"That was mossst unwissse," Connors warned, "you awakened my inner animal!" Connor tore off his concealing robes, revealing bulging muscles pulsating all within him. His nonfunctional deformed right arm mutated into an overly muscular arm that was much larger than his functional left arm. His hunch realigned and soon he stood at least seven feet, if not more. Finally a long boney tail popped out. Connors charged after her like a gorilla, "You're out of your league!"

She leapt up above the monstrous mutant, "You're underestimating me!" His tail grabbed her by the ankle and tossed her into his right hand, which was big enough to hold her, "That'sss where you're wrong! I'm unssstoppable! This entire village fearsss me for good reassson! I am the doctor'sss greatessst creation!"

His grip on her grew tighter until Spider-Ham intervened by kicking Connors in his scaly face, "Hands off the lady!" Kaine knew they had this handled as he chased after the mad doctor himself. He scaled the system of pulleys that lifted the platform up. He climbed onto the platform only to see Piotr was on the opposite tower of the castle.

"You're too slow," the doctor taunted as he made his way into the window. Kaine swung to the other side in a hurry and followed him in through the window. Kaine looked for the doctor, who popped out of the shadows. He delivered a dropkicked from behind right into Kaine's neck. Kaine fell down as again the doctor couldn't help but laugh, "I've always found spiders interesting as did my uncle. Oh my dear sweet uncle you were robbed of your doctorate and your life unfairly! They'll learn, they'll all learn!"

"What are you getting at?"

"I'm just ranting at this point," Piotr admitted, "though I've admired the spider I've never done much with them. They are already the perfect creature! That does not mean I wear a silly costume, but I have powers like you. Not much of a fighter however, which is why I have my monsters!" The room they were in lit up in all kinds of bright neon colors in test tubes, containers, and vials. Kaine was in fact nearly blinded by all the light.

Soon a rat-looking beat stomped in through the door. This creature was all stitched together haphazardly. Piotr waved dramatically towards the monster, "I give you one of my greatest creations! I call him Vermin!"

"That's a lot different from the Vermin we got back at home," Kaine stated, "not that I'm too concerned."

Vermin screeched at him as it leapt up on the wall and started crawling around. Claws popped out of the bottom of Kaine's wrists as he gave the monster chase. Vermin's tail grappled onto Kaine's arm yet he sliced it off with one of his wrist blades. The monster hissed at him and responded by landing back on the floor. Kaine tackled it, senselessly wailing on it. His best efforts were not enough as the beast refused to go down. It tossed him into a set of beakers on the wall, splashing whatever was inside all over Kaine. Whatever was inside those things left Kaine with a burning sensation all throughout his body…yet it did give him an idea.

He web yanked a few vials and tossed them right at Vermin. The rat did not take kindly to being showered with all of these various serums at once. Soon its fur even began to shed all over the floor. Piotr gasped, "No! My work! You're destroying my work!"

Kaine webbed Vermin up and spun him around the lab, smashing it into every single container he could. Parkenstin begged for him to stop, "You don't know what you're doing! If the fumes from all of these concoctions have a chemical reaction of any kind then…!"

It was too late! Various small explosions started around the room. Kaine sighed, "That can't be good."

Thinking on his feet, Kaine grabbed Piotr and placed him on his shoulder. The doctor was quite perplexed by this, "Why are you saving me?"

"We still need to know where Otto is, that's why," Kaine stated bluntly.

Vermin gave a last ditch effort to try and kill Kaine yet was unsuccessful. Kaine had already dived out the window, leaving Vermin in the exploding tower.

Back in the opposing tower, they felt the vibrations of the explosions. Spider-Ham was the first to take notice, "I think we might have greater concerns than fighting."

Anya agreed, "Let's bail!" The two of them, along with Connors, escaped via the opening in the ceiling. Everyone landed safely on the ground thanks to Kaine setting up a web net. Piotr looked up at his crumbling castle, "You've doomed my life's work!"

Kaine had enough, "That's too bad. Start talking about Otto's whereabouts or else I'm going to make sure you die with your work."

Connors defiantly growled at Kaine yet was put down when the angry clone placed his hand on his grotesque face and left the Mark of Kaine on it. Piotr gave in and reached into his pocket, "Take this, it has Otto's plan on it. Everything you want to know is on here!"

Kaine was handed a rather simple looking flash drive, "How can I trust what your saying is true?"

"You don't have any other leads, do you?"

He sneered, knowing that the scientist was right, "Fine." He pocketed the drive. Anya tapped him on the shoulder, "You should work on being less violent."

"You remind me of my old sidekick," Kaine said, "I almost think Peter paired us up intentionally."

Spider-Ham interrupted them, "Are we done with these two goons yet?"

"Not quite."

Later on, both Piotr and Connors were dumped into the village anonymously by Kaine. The villagers glared at the scientist who had put them through so much so many times. Piotr gulped, "I…suppose it's too late to apologize."

Having everything they needed, the three heroes returned back to 616. Soon Otto's plan would finally be fully revealed.

 _Here's a fun fact about this chapter, it was originally supposed to be uploaded in October as a sort of Halloween Special but internet issues put a kibosh to that so if you're wonder why this one is especially horror oriented, that's why._


	21. 20: Taking the Fight To Ock

Back in Philadelphia, the symbiote squad continued to hunt down Jack O' Lantern. Yet they wouldn't find Jack, rather he'd find them! Late one night as most slept in the now very crowded van in a parking lot. Eddie Brock was the only one not sleeping, instead choosing to stand guard outside. The only light in the lot were streetlights planted around.

Eddie saw someone standing in the light of one. He squinted and saw it was a shadowed person. The gaunt figure waved playfully at him. Eddie was unamused, "Who's there?!" A grin lit across the figure's face in bright yellow. Brock recognized him in an instant, "…Jack."

A grenade rolled out from under Eddie's feet and gas began spewing out from it. Eddie quickly turned to Anti-Venom but to his surprise his suit disintegrated as soon as it made contact with the fumes. Jack laughed gleefully, "Like my surprise bombs?! They were made especially for you!" Before Eddie could reply, from out of nowhere Jack's broomstick smashed the now powerless host against van, shaking it violently.

Cletus looked out the door angrily. "Shut up we're tryin' to sleep in here," he demanded while shaking his fist. Jack shook his head, "Oh Clete, you used to be such a nice sociopath. What happened?"

"Inversion, baby," Carnage cried out as his suit covered him. Soon after Cletus, the other members of this squad popped out as well…along with Ravage. Carnage patted Ravage's shoulder, "Stay back, babe. I've got this." She reacted by stabbing him in the shoulder and hissing. He smiled, "You know what I like." He shut her back into the van after kissing her on the cheek.

Andrea popped out groggily, "What's going on…?" When she saw Jack her suit wrapped around her almost instantaneously and she growled, "You!" Flash pulled her back, "Not so fast, Andi. He might have something up his sleeve." Toxin nodded, "He's right. I'd recognize the smell of gasoline anywhere."

Jack waggled his finger, "Do you think I'd be so dirty and underhanded? Why actually, yes I could be!" He threw a match down and abruptly the edge of the parking lot erupted in flames. Again Jack couldn't help but cackle, "Come on boys let's play around my ring of fire!"

Andrea charged after him directly but was met by Jack grabbing her and tossing her into the fire, "Try again!" She fell right into the flames and screamed in pain. Thinking on his feet, Flash web yanked her out, "Are you okay?" She groaned, "I think…"

Unluckily for Flash he had bigger problems as Jack's devil dolls snatched him up and dragged him to Jack. Jack was delighted to see his arch-foe so closely, "Ahhhh! It's a delight to see you, my friend! Out last meeting got interrupted but this time, I'm gonna let you meet daddy in Hell!"

Jack was grabbed by Toxin soon afterwards, "I don't think so, scumbag." Jack retaliated by spraying gasoline in his face and lighting him up. Pat let go and it seemed Jack was free to kill his arch, but not so as Carnage dragged him over with web strands. Jack turned to him, "Come on, Clete! Go bad again! It ain't so bad, lemme tell ya!" Carnage shook his head, "Nope, not goin' back! Now get into the fire!"

Unthinking, Carnage simply tossed Jack into his own fire. He rubbed his hands in a satisfied manner, "That takes care of that!" Unexpectedly, Jack was saved by the least likely person, Mania! She yanked Jack out from the flames. Yet this was no rescue, it was an act of revenge as she held an ax hand over her father's murderer, "All I have to do is force my hand down."

Jack spat in her face, "You ain't got the guts, kid!" Flash called out to her, "Andi, don't do it! Let me!" Mania looked back to her mentor, "I'm going to kill him, coach! You can't stop me!" The entire parking lot grew silent after she said that. That was until Jack egged her on, "Come on do it! You wanna be a big girl don't ya?! Then kill me! I dare ya!

He hand grew shaky as it withdrew, "I…I can't. Something won't let me do it." Jack swiftly grabbed his sickle and drove it into her stomach, "You should have." She looked down at the blade and then to Jack silently. She fell to the ground afterwards.

Flash broke out of the grip of the devilbots hastily and tackled his arch-foe into the ground. He smashed Jack's head into the ground so hard, the pumpkin around his head shattered into pieces. Repeatedly Flash punched the sociopath in his scarred and damaged face. Jack did nothing but laugh as Flash continually beat on him. Flash narrowed his eyes at him, "What's so funny?"

"I never seen you get this mad at me," Jack answered with a tear in his eye, "I might be laughing, but I'm touched. Believe me, I'm touched. You and I are having a true moment right now. A bonding experience if you will."

Flash responded in kind by smashing Jack's skull into the pavement again, "You sick son of a bitch, give me one reason why I shouldn't kill you right here, right now."

"That's no way to treat a friend, Eugene," Jack replied, "oh and I'm not in this alone. You might want to know more about my employer."

"Employer?"

Toxin kneeled down to Flash, "Let him talk. This sounds interesting."

Jack continued, "Yeah, he wanted me to take you guys out. Said that Eddie Brock guy is a big threat to a plan of his. Paid me big bucks to do it and supplied me with plenty of weapons to do so."

Flash cocked a pistol and aimed it at Jack's head, "Who?"

"Peter Parker," Jack answered. Flash dropped the gun immediately and gasped, "It couldn't be him! I know it isn't!"

Toxin looked to his partner, "You never know." Carnage threw out a suggestion, "I say we burn his company to the ground just to be sure!" Toxin shut him down immediately, "We aren't doing that. What we are doing is heading back to New York and check out what information we can find."

Flash shook his head, "It can't be Peter Parker! We can't trust him!" Jack held out his hands, "I'm telling you the truth, one-hundred percent the truth!"

"We might as well go investigate, even if it isn't true," Toxin replied. Flash agreed, "Alright, we'll go…but I'm telling you it's not him."

Jack nudged to his arch, "Well buddy? Ain't ya gonna kill me?" Flash picked up his gun and holstered it, "I'm not going to give you what you want." Carnage grinned maniacally, "But I will!" Jack gulped, "Hey there Clete, I'm not up to you bein' the one who kills me! I thought you were on the level! Besides, if it Flash who kills me it'll be poetic justice, or irony, or whatever ya call it!" Carnage drove his hands into Jack's chest and pulled, tearing him in half, "Oh quit yer whinin'!"

Toxin sighed, "Did we really have to kill him? I feel that wasn't necessary." Flash disagreed, "It was. It definitely was." Pat nearly objected but took to greater matters, "Look, I'll get Eddie back into the van. You check and see how Andrea is doing."

Flash ran over to his student as fast as he could. He picked her up and held her in his arms, "Andi, it's Flash. A-are you okay?"

Her hand ran down Flash's cheek, "Is he…?" He nodded, "Yeah." She smiled warmly, "I hope my dad's happy, wherever he is." Flash smiled back at her as he hauled her back into the van, "I bet he is, kid, I bet he is." Now that they were all in, they drove away from the scene before anybody else showed up. Their next stop would be Parker Industries to investigate Peter Parker.

Speaking of Peter, he was currently investigating the flash drive given to him from Earth-1931 in his officethat very same night. When he inserted it into the computer a directory opened up revealing three different files. One was labeled, "A Guide to My Plan," another was called, "How You Can Help," and a third was called, "Where to Find Me."

Peter opened the first file and a slideshow opened up. There were three steps. The first step was a guide on how to make symbiote generators and where to plant them in a respective universe. The second step was a basis on how the symbiotes could be willingly controlled and how to achieve such ends. The last step was the most dangerous, as it instructed on how to use the symbiotes to achieve world domination.

Peter studied the steps to the best of his ability, making notes on every one of them. After that he went back to the directory and chose the third file. A video popped on his screen with Otto standing in front of an aquatic environment just behind a glass pane. Otto waved his hand, "Greetings, I see you've received my flash drive. This means you are a very important part in my plan to infect the multiverse with symbiotes in symbiosis! There are plenty of benefits for you, no doubt. While I will be the grand leader, you will get a good place in my new dimensional order. If you want to know more, you can contact me in my current whereabouts of Earth-6391! The dimensional transporter that Spider-Carnage handed to you can get you there in a snap! If you wish to find me, then all you need to do is look up."

Peter closed the video and looked to the sky, "All you need to do is look up…?" He looked at his watch and realized it was four in the morning! He needed to go to bed as he had an important business meeting tomorrow and all he'd need is to miss it!

The next morning he woke up in bed at 3:00 PM. He gasped, realizing that he ended up missing the meeting after all. He groaned, "The board won't let me hear the end of this! Gah, I can't believe I slept through it. But there are more important things at stake than that meeting."

He put on his suit and made his way for the Parker Industries tower. As soon as he stepped in the doorway he was bombarded by fellow coworkers. Some were concerned as to why he was missing so many meetings, others were angry about said meetings and some were just confused.

"Look I know things have been a bit chaotic recently. I've just had a busy schedule," he explained slowly, "I know I haven't been there a lot but bear with me here, please. I'll try not to be late the next time but I can't make promises." In spite of his efforts to try and calm the crowd their questions only got louder so he shoved his way out of there and into the elevator.

He waited in there for what felt like forever. This gave him time to think, "I feel bad but I can't let this company get in the way of Spider-Man. But I hate letting all of my employees down. If I keep this up, the company will die and they'll all be out of jobs. I…I just can't do it!"

The elevator arrived to the room just outside his office. His secretary was about to say something yet he rushed into his office as quick as he could. He sat in his office chair and leaned up against the desk, slumping his head into his hands, "What am I gonna do?"

Black Cat slinked inside and placed her hand on his shoulder, "Maybe I could help relieve some of your pressure, boss."

He turned to her with pleading eyes, "I…I can't, Ms. Hardy. You know I can't." She pulled her hand away and frowned, "Alright I'm going to be straight with you, Mr. Parker. I know you're up to something suspicious with how often you disappear. Why don't you just spill it already?"

Peter got up from his chair and back into the wall, "I don't know what you're talking about!"

"Don't play dumb, I'd have to be an idiot not to see that you've got something up your sleeves!"

Soon the door came down. Standing in the doorway was Eddie Brock, "He's got something up his sleeves alright! He hired someone to kill us! And don't even try to call security we've got that all handled."

His attention quickly turned to Brock, "What?! That's insane, I didn't do that!"

Carnage soon walked in too, "Oh yes you did! He nearly killed Eddie and the kid!" Peter shook his head, "That wasn't me, I'm telling you!"

Flash ran in and stood between everyone, "I'm telling you guys, it has to have been a mistake! Jack was lying, I know it!"

Black Cat popped her claws, "You hired a mercenary to try and kill them? Were you going to rub out Spider-Man next?!"

Eddie shoved Flash, "What reason would Jack have to lie about Peter being his employer, huh? I'm tellin' you it doesn't make sense!"

"Money was taken out of his bank account," Felicia added, "money he probably used to hire Jack."

Mania agreed, "See? Proof! I say we pay him back for trying to kill us, coach!"

Peter stomped his foot, "Quiet! It wasn't me! You wanna know why it wasn't?!" The room grew silent. Peter pointed to Toxin, "Shut the door." Toxin obliged, shutting the door.

Having nothing else to do, he popped open his shirt and jacket revealing the Spider-Man outfit beneath, "It couldn't have been me because… _I'm Spider-Man_."

Flash gave a sigh of relief, "Glad it wasn't me who had to tell them."

Felicia gasped, "Spider?! I…I'm sorry, I just I never expected it to be you. Though it does explain why Mr. Parker seemed a little alluring…"

Eddie facepalmed, "Ahhh geez, it wasn't him! But that leaves one question, who hired him?"

Peter explained, "That Doctor Octopus in my body we thought we killed? We didn't. He's back and angrier than ever. He has a plan to overtake _every_ dimension with symbiotes, which explains why he wanted Eddie dead! Anti-Venom is the only thing that can kill his plan dead in its tracks. I need you all to help me take him down before his plan can come to fruition."

Eddie turned to Anti-Venom, "Well what're we standin' around for?! Let's get 'em for good this time!"

"It's not going to be so easy. We don't know exactly where he is, just the dimension. But with all your help, I think we can find him together. Who's with me?"

Everyone placed their hands together. Peter continued, "Okay, I'll get the dimensional transporter up and running. We finish Octavius tonight."

Later that night, Spider-Man along with the Symbiote Squad marched down to the basement of Parker Industries, waiting for when the mission would begin. The entire Spider-Army was there too.

Spider-Man stood in front of the dimensional transporter. He started a speech, "Alright, here we are guys! The end of the road! Ever since Mysterio kick started this entire thing by invading our worlds, we've been working together as one. Then when Hobgoblin tried to make a business out of Mysterio's device it was us who put him down. Now we're here, trying to stop the largest symbiote invasion there may ever be. We've been through a lot together. After this though, you can all go home and worry about your worlds. With all of that in mind, who wants to be part of our final team?"

Agent Venom, Anti-Venom, Mania, Earth-616 Kaine, Mayday Parker, and Anya Corazon stood forward. Spider-Man saluted them, "Alright, this is our team. The rest of you can stay here. After we chase Otto out of Earth-6391 it's probable he'll come here to 616. The rest of you can defend the homestead 'til we make it back." The army collectively nodded. Spider-Man opened the wormhole. As each of them walked in, he handed them various anti-symbiote weaponry such as firebombs, sonic wrist guns, and sulfur-mixed web cartridges.

The seven Spider-Heroes walked into the wormhole to Earth-6391. When they walked in they were instantly greeted by a massive airship hovering in the sky. Spider-Man just now realized what Otto meant by, "Just look up."

Not long after seeing the gargantuan airship, they ran into the Spider-Man of this universe…who was dressed like Moon Knight. The white clad Spider-Man greeted them, "Khonshu told me that other Spider-Men would be coming to see me! I didn't believe him at first."

Mayday looked at the white cloak in bewilderment, "Uhhhhh what are you wearing?"

Spider-Man sighed, "This must be the universe where I actually was crazy enough to say _yes_ to Moon Knight's offer of taking his place."

Anya turned to Peter, "You mean he asked you to become Moon Knight?"

Spider-Man answered honestly, "Yes. At the time I thought there was no universe where I would have said wrong but uhhhh…guess I was wrong."

"I dunno," Anti-Venom said while placing an arm around Spider-Moon's shoulder, "I like his white!"

Spider-Moon sneered at him, "Don't touch me." Anti-Venom quickly obliged. Spider-Moon thanked him, "Thank you. Anyway, would any of you mind telling me what that giant thing in the sky is? It makes the Helicarrier look like some kind of toy!"

"That's the headquarters of Doctor Octopus," Spider-Man replied, "he's going to infect your city with symbiotes if we don't make it up there."

The white cloaked Spider-Man sighed, "Wish Khonshu told me that too. If you all need a ride, we could always take the Moon-Copter."

"Wait hold on," Spider-Man questioned, "Marc left you the Moon-Copter?! Maybe I should have taken up his offer if he wanted to give me that."

Spider-Moon nodded, "It _is_ a sweet ride, I'd know. I'll call it in we should be up there in no time."

The Moon-Copter arrived, and quite contrary to the name it wasn't a helicopter. It was instead a crescent shaped jet. Mania looked at the moon-like jet and scratched her spiky head, "I failed science class and even I know that thing goes against so many laws of aerodynamics it's absolutely mindboggling."

"Don't question the physics of it," Spider-Moon told her, "it just looks cool." Piloting the Moon-Copter was Frenchie, Moon Knight's faithful butler.

"He gave you his butler too," Spider-Man asked, "what didn't Marc give you?!"

"Wish he didn't give me Khonshu," Spider-Moon joked, "but yeah, he gave me just about everything. Guess he really did want a fresh start." Khonshu pestered this Earth's Peter, "Oh please, I'm not all that bad!"

"Yes you are," Spider-Moon replied out loud.

Anya looked at Mayday with a concerned look, "He's talking to himself."

"I can see that," May replied, feeling just as concerned.

All of them piled into the Moon-Copter, making for a very cramped ride. Frenchie flew them to the top of the gargantuan airship, where they were greeted by laser turrets locking in on the Moon-Copter. Spider-Moon took control of the Moon-Copter's weapons and fired missiles at every turret, blowing them to smithereens.

Soon the exit opened up. Spider-Moon motioned to it, "All of you get out! Frenchie and I will keep anything you can't see down there off of you!"

"You've been a big help," Peter said to his possibly insane universal counterpart, "if we need a daring escape, will you be there to lend a hand?"

Spider-Moon replied simply with a thumbs up. Peter smiled at him, "You're the best!" The seven Spider-Army followers leapt out from the exit, deploying web parachutes to land safely.

Right when they hit the ground, symbiotes popped out of the woodwork to attack them. Anti-Venom stood front and center, "This should be easy for me! The rest of you get inside this thing and find Ock before he launches the invasion!"

They left Eddie to fend off the incoming symbiote hordes. It would be an easy job with powers like his. Finding an entrance could take quite a while as they had a lot of ground to cover. As luck would have it, it wasn't long before Kaine found a hatch that led into the inside. The six of them hopped in, finding themselves in a room with two corridors.

Spider-Man rubbed his chin, "Hmmm…okay I have an idea. We can split up even further into teams of three. Agent Venom, Mania, and I will go down the left. Anya, Ben, and May can go down the right. If anyone finds any leads, call the other team with your communicator. Okay, let's break!"

The team split off even further. Mayday, Anya, and Kaine went down the right corridor. Mayday looked at her uncle, "You're a lot different in my universe."

"Yeah I bet," Kaine replied. He never does have much to say.

"You never took up Uncle Ben's name in mine," Mayday said to him. Kaine was visibly uncomfortable with that name, "Uhhh kid, can you not call him 'Uncle Ben?' It dredges up bad memories for all three of us."

She soon remembered just why that was, "Ohhhhh right, right. Sorry about that, I had forgotten."

Kaine shrugged, "Don't worry about it. Just keep your eyes peeled. We might find something yet."

A psychotic voice called out to them, "Or perhaps something will find _you!_ " Out from the shadows of the winding hallway Spider-Carnage leapt out, tackling Anya. He grinned at her, "Hello little girl! Would you like to play with meeeeeeee?"

Kaine pulled him off, "Dammit, Ben, this isn't you! Am I going to have to beat that thing off of you?!"

Spider-Carnage laughed at him, "It's me now, dearest brother o' mine from another universe!" May shot a web ball at the deranged symbiote but it barely did anything him. It just attracted his attention, "Say that's a nice costume, girlie! Shame I'm going to have it torn to shreds when I'm done to you!"

Kaineput Spider-Carnage in a chokehold and slammed his head repeatedly into the wall, "I'm done trying to appeal to you on the inside! I'm just going to beat this thing off of you!" Spider-Carnage wrapped his tendrils around Kaine. The tendrils grew thorn-like spikes on them, piercing him all over. Kaine screamed in agony.

"I love it when you screeeeeaaam!"

Anya pulled Kaine out from Spider-Carnage's tendril attack, "Can't you see we're your friends?!"

Spider-Carnage responded to her plight with more deranged laughter, "You were! But this new suit is the only friend I need! Now outta the way, I've got a clone to kill!" Spider-Carnage grabbed her by the neck and threw her through the ceiling.

Mayday again tried appealing to her uncle, "Uncle Ben, please, I know you're in there! I know you can fight this monster!"

Spider-Carnage webbed her to the wall, "Aaaaarrrrrrghhhh all of you shut up! No matter what you say, you can't turn me back! And don't call me 'Uncle Ben!'"

He grabbed his clone brother by the shoulder as his hand formed into a pike, "There is only one clone that deserves to live and it sure isn't you, you miserable failed waste!"

Anya came back in dropping fire bombs on the symbiote infected Ben Reilly. Spider-Carnage hissed in pain, "Where'd you get those?!"

"Never go after symbiotes without them," Anya replied. Mayday shot her sulfur infused webs at Spider-Carnage, burning the symbiote intensely.

Ben called out in the fire, "HeEeEeeEeelp!" The symbiote quickly took Ben over again, "Do you ever quit whining, me? Come on, you're having the time of my life! Ahahahahahahahaha!"

Again May shot the webs at her uncle, forcing the symbiote temporarily off. Kaine quickly grabbed his clone brother from the fire, leaving the symbiote to burn in the firebombs Anya threw at it.

Ben smiled at being free, "Good lord, what happened…?"

"You were possessed by a symbiote and tried to kill us all," Kaine answered bluntly, "do you remember anything from when that thing was in control?"

"I…I remember everything," Ben answered, "I wish I didn't, all the things of did."

Mayday comforted him, "It wasn't your fault, honestly. You couldn't control yourself."

"You're right, you're right," Ben accepted, "by the way, I gotta ask you this. Why did you pick my costume over Peter's? I'm curious."

"I just thought it looked better on me," Mayday honestly answered, "dad's costume is good for him but I don't think I could properly pull it off. Your outfit looks way better on a girl like me than his would."

Kaine stopped the conversation, "You two can bond as a family later right now we need to find Otto. Do you remember where he is, Ben?"

Ben breathed deeply in an effort to calm himself down, "Yeah, yeah I do. You guys should have taken the left corridor if you wanted to find him. That leads right into his laboratory and the main generator for this thing."

Kaine motioned to Anya, "Kid, get on the communicator and tell Spidey that he's heading for the right direction!"

Anya listened and obeyed, "Yes sir!" She got out the communicator and got on the line, "Pick up, pick up…"

"You won't get anything if he's nearing the generator," Ben informed them, "Otto blocked all radio signals past a certain point just in case you guys happened to show up."

Kaine buried his head into his hands in frustration, "That's just fantastic! We should try and get back to them before they end up being trapped."

Back with Peter, Venom, and Mania they were walking down the left corridor. Things were rather quiet.

"Never thought I'd see the day where Venom of all people has a sidekick, "Spider-Man joked.

Mania groaned at the mere mention of that word, "Ugh, _please_ don't call me a sidekick. That word is just…"

"Just what," Spidey wondered out loud.

"It's literally the worst," Mania finished, "you know what happens to sidekicks? Do you know what happened to Bucky Barnes?"

Spider-Man nodded, "I do, actually. Practically everybody in the super hero community does."

Andrea shrugged, "I don't. I skipped history the day they were teaching that."

Flash grinned at the two of them, "Look at this! My two favorite people are getting along a lot better than I expected. I thought you two would be at each other's throats or something."

"Nah your sidekick is nice," Peter said with a thumbs up, "I mean in a moody angry teenager kind of way of course."

Mania agreed, "And you're alright in an unfunny uncle kind of way I guess. My suit seems almost attracted to you, though. Seems to _really_ like you."

"Keep that thing away from me," Peter half-joked. He was genuinely concerned that it might hop off of her and onto him.

Flash changed the subject, "So what happened to your Hell-Mark, Andi? I noticed that you don't have it anymore."

"Eddie and the gang took us to Louisiana," Andi answered, "we met Brother Voodoo there and he helped sort it out. Also we went to Mardi-Gras while we were there. Yeah, it ruled…until the angry zombie horde invaded. Then it just rocked even more."

Their conversation came to a quick halt when they ran into a door. Peter scratched his head, "Now how're we gonna get in there?"

Mania's hand turned into a blade and she casually sliced it open, "Like that."

Inside the room was a massive machine with electricity surging through around it. It was obviously the power source to the entire airship. It seemed like a big and obvious target so this would be easy, right?

Oh if only. Not only was the generator powering the ship, it seemed to be where symbiotes were being produced. After being produced, the symbiotes were sent through a tube into what seemed like a glass containment area. The containment area was completely crawling with symbiotes. There was more than enough there to infect an entire city by the looks of it. Perhaps it was enough to infect a small country! Otto dropped down from the ceiling, "Are you impressed with my creation? Yes, it really is a beautiful marvel of technology."

"Where'd you get that symbiote anyway," Peter questioned.

"Ahh, yes! You see, when Anti-Venom attempted to kill Poison, the symbiote escaped," Otto responded, "of course, it went to the most brilliant mind it could find, mine. Together we hatched a plan to infect the entire multiverse with symbiotes! It will be a gradual process of course, the multiverse is ever expanding, but we shall triumph!"

Agent Venom hurled sonic bombs at him, "Not if we have anything to say about it!"

The organic tentacles on Otto's back snatched the bombs and crushed them before they made a sound, "These tendrils are more prehensile than even my own tentacle designs! My experience combined with the suit's power makes me stronger than all of your combined!"

All three went in at once. Mania went in with a swipe, Flash went in with a kick to the stomach and Spider-Man came with a haymaker to the face. To their surprise, Otto caught them in his tentacles before they had a chance to even lay a finger on him, "Such simple minded tactics."

For all his gloating, Otto didn't expect Spider-Man to shoot the tentacles with his sulfur infused webbing, burning them up. Agent Venom and Mania leapt up onto the wall, keeping their distance away from Otto. He sneered at them, "Your gadgetry will only get you so far! This battle is already won!"

Both Spider-Man and Otto charged at each other. Otto grabbed Peter's wrists and crushed his webshooters, "Looks like I've got the upper hand!" His ego got the better of him, as the webshooters exploding in his hands was not what he expected.

The explosion was no treat for either of them, as it flung both of them in opposite directions. Spider-Man went flying into the wall and Otto went directly into the generator, electrocuting himself and damaging it directly.

Otto got up from the shock of a lifetime not much worse for wear, "Only a minor setback…I've still got this practically in the bag!" A computer's voice came on the intercom, "Airship power at 70%."

While Otto was still quite confident, he did manage to do quite some damage to his own generator if it knocked the power down that much. Making things worse for him was Agent Venom opening fire on him with an assault rifle. The bullets riddled his body, yet they sank into his symbiote. He spat them out on the ground, "A mere gun won't help you, Thompson! I am the Superior Venom here!"

Flash smirked, knowing it was only a distraction. Mania lobbed a fire bomb at Otto in the confusion. It exploded, lighting his suit on fire. He screeched in pain, "You're killing it! I can't lose the suit, it gives me power!" He doused the flames by rolling on the ground, "I was planning on making this universe the first of many, yet you all managed to change my mind! Computer, set a course to Earth-616! They'll suffer for trying to destroy my precious dream!" A rift large enough for the airship to enter opened in the sky. The ship flew into it.

A rift the same size opened in Earth-616, causing panic. Even worse was the airship that was hovering through the crack in the sky. It was so big, it blocked out the sun.

Black Cat was waiting for Peter to return in his office when she saw that the room grew darker quickly. "Is it night time already," she wondered to herself. When she looked out the window to check, she saw Otto's massive flying fortress hovering in. She gasped, "What the…?!"

 _To Be Continued in the Final Chapter of Spider-Verse: Redux!_


	22. 21: A Bombastic Finale

Yes, it was a mind boggling sight to behold! The citizens of New York weren't sure what to think. What kind of malevolent force could be behind this? Who knows if it was even malevolent?

S.H.I.E.L.D. jets flew into the vicinity of the massive airship. They were quickly shot down by laser turrets mounted on the bottom of it. To make things clearer for everyone Otto decided to get on the speakerphone, "Greetings citizens of Earth-616. I have decided your universe is the perfect starting point for my symbiote invasion across the multiverse! I know it might seem frightening, but you shouldn't be scared. You should be delighted that I have chosen you all to merge as one with the symbiotes! Now-"

Otto didn't get the chance to finish his speech as Spider-Man tackled him to the ground, "You aren't infecting anybody today, Ock!"

Otto shoved him off, picking himself up with his tentacles, "You're a fool! Can't you see I've already won?"

The now growing desperate doctor grabbed Peter by the neck and slammed him into the wall, "I am the superior Spider-Man! You were never fit for the role, boy!"

Flash put Otto in a chokehold, "That's enough out of you!" One of his tentacles picked Flash up and tossed him away.

Mania tried to stab Otto with a blade hand, yet Ock grabbed the blade with another tentacle and he started absorbing her symbiote, "Ahhhh another suit! I'll just add it to mine!"

To his surprise, more of the Spider-Army dropped in on him. It was of course Maya, Anya, Kaine, and Ben! Otto turned back to Ben, "Wha—where's your suit, Spider-Carnage?"

Ben webbed up Otto's mouth, "I'm not Spider-Carnage anymore. You're going to pay for putting me through that hell!"

May shot sulfur infused webs at Otto, frying his suit in the process. Now powerless, Otto was backed into the corner. Spider-Man stood in front of him with a smirk across his face, "Looks like your little plan ends here, huh?"

More symbiotes dropped down from a vent in the ceiling. They grabbed every Spider-Man, Spider-Girl, and good symbiotes. Otto laughed at them, "Oh please, I've still got my invincible symbiote army! There's nothing you can do that can destroy them!"

"Just wait until Anti-Venom shows up," Flash warned, "then you're really in for it!"

Otto waggled his finger at them in a taunting manner, "Your little deus ex machina won't be showing up here. Your comms are shut off here, remember? There's no way he can possibly find you here before it's too late."

Alarms started going off within the ship. Otto looked at the security cameras, seeing more and more Spider-Men running across the ship's deck. The doctor couldn't believe what he saw, "Bah, more of your friends! Luckily, I've got my own Spider-Army to take care of them!"

With the alarms going off, more members of Otto's Spider-Army came onto the deck to do battle with Peter's army. There were so many Spiders it was hard to keep track of who were the good ones and who were the bad ones.

Up on deck, Miguel O' Hara was leading the charge against Otto's forces. Everyone was there behind him. Miles, Spider-Ham, Web-Slinger, Web-Beard, Supaidaman, and everyone else who had been part of the mission in anyway were there to take on Otto's army.

Otto's side was nothing to scoff at either. There was an evil version of Kaine who seemed to be the field commander, there were at least five different symbiote Spider-Men, an Eddie Brock Venom, Spidercide, Man-Spider, and many more. Not to mention the symbiote hordes that was backing Otto's forces. It was the ultimate showdown of Spider-Men!

Miguel and Kaine went at each other with their claws out. Kaine growled at Miguel, "You're not who I wanted!"

"That's too bad," Miguel retorted just before scratching the villainous Kaine in the back. Kaine responded in kind by scratching the futuristic Spider-Man in the face, tearing his mask up. Miguel shot webs at Kaine's feet, tripping him up. Kaine shot back up, kicking Miguel right in the jaw. O' Hara was taken so aback by this attack, he fell of the edge of the air ship. He shot a web back up, catching himself before he fell.

Kaine stood above the web and held his claws against the strand of webbing, "One little slice it all it takes. Have any last words?"

While Miguel was struggling to pull himself back up, he was saved by a fellow member of his team. Spider-Ham came in and tackled Kaine to the ground, "Looks like you're grounded!"

Kaine growled at the hammy hero, "I refuse to be done in by a talking pig! Get off!" Kaine thrust Porker off of him. He turned his attention to where Miguel was, seeing he was gone! He gasped, "What the…?"

Spider-Man 2099 tapped him on the shoulder, "Surprise." He socked Kaine in the nose, sending him to the floor. Spider-Ham looked at the fallen Kaine, "Good riddance to bad clones as they always say."

"Thanks for the save back there."

"Don't worry about it," Spider-Ham replied, "it's all in a day's work."

Their conversation was cut short, as an old foe Spider-Ham knew dredged up, "Hulloh Spiduh-Hahm! Dis eez de last day uhv your life!"

Spider-Ham gasped when he heard that ever so familiar voice, "Porkgrind! What are you doing here?!"

Porkgrind hissed at his arch-foe, "You know vat I am heeyah foer, Spiduh-Hahm! I am heeyah tah dehstroee you!"

Spider-Ham winded up his fist, "I should have figured. Don't think you're going to get away with it so easily!"

Miguel scratched the back of his neck, "Do you…need help here?" Spider-Ham shook his head, "No, let me handle this. He's my enemy after all."

The two cartoon pigs went at each other with ferocity! Porkgrind held two of his fingers in the air, "Dis wheel be de eluhmeent uhv your duhstruction!"

Spider-Ham held his hand flat against the gap between his eyes, preventing Porkgrind's fingers from going into his eyes. "Not today," Spider-Ham remarked as he walloped Porkgrind's massive nose, breaking it in two. Porkgrind held the broken nose in his hands, "NYAAARGH YOU BROKE MY SCHNOZZLE! WHY I OUGHTA!"

The vile pork-based villain slammed his fist in Spider-Ham's chest, throwing him across the entire airship, "Gudbye, Spiduh-Hahm!"

Porkgrind wiped his hands in a casual manner, thinking his foe was down for good. But now he had another foe, someone who looked exactly like 616 Spider-Man. But don't let yourself be fooled, true believers. This was not Earth-616 Spider-Man rather it was his Hostess shilling counterpart from another world. This product placing hero held up a twin pack of Hostess cupcakes, "Not so fast, villainous scum! Maybe you'd like to have a word with me!"

Porkgrin slathered his tongue across his lips, "Are dose deelishush Hostess brand cupcakes I see in yuh hand?"

"Why yes they are," the shill-tastic Spider-Man replied with a wide grin across his face, "maybe you'd like to have some?"

The pork-based symbiotic supervillain's thoughts drifted. To taste the deliciously chocolate frosting outside of the cupcake, then to be met with the delectable creamy vanilla inside of said cupcake? The thoughts were simply irresistible! Porkgrind hopped at the chance to get them! Literally, he leapt right towards them while screaming, "GIMME DAT!"

Hostess Spider-Man dived out of the way just before Porkgrind got him. Turns out the wicked pig overshot his jump, as he went right off the edge. Before he fell, he paused and held out a sign that simply said, "uh-oh," on it. He then crashed into the pavement with a loud splat. Don't worry, as a cartoon character he'll be fine.

While the battle was silly for some, for others it was far more dangerous. This was especially the case with Spider-Gwen's battle. She not only had to fight Octavius' forces, she also had to fight her personal demons.

Yes, to her horror she saw Man-Spider coming right at her. Seeing Peter in such a monstrous form reminded her of what happened to her universe's Parker! She shook her head in denial, "No, no I can't do this! I can't do thiiiiiiiis!"

Man-Spider hissed at her. He web yanked her over and smashed her into the ground. She looked up into the monster's eyes, seeing Peter Parker's face looking back at her. She held her head, "Stop looking at me like that, I can't stand it!"

The horribly deformed Spider-Man stomped its foot into her head, curbstomping her. She struggled to even lift a finger against him. All she could think of is what she did to her universe's Peter Parker. She clenched her fist, "I've…I've got to fight it! This isn't my Peter, this isn't my Peter!" Using all of her willpower, she punched Man-Spider in his mandibles. Man-Spider picked her up with a set of his arms and started hitting her with his two other sets. It seemed like a hopeless struggle, she was like a fly caught in his web. She broke out of his grasp, kicking the beast in his abdomen. After that, she let go of the past. She took a deep breath, "You can do this, Gwendy, you can do this…" She charged at him and started wailing on him. Man-Spider couldn't keep track of how fast she was going, each hit stronger than the last. Unfortunately, she wasn't strong enough to do much damage to him.

Luck wasn't entirely against her, as Toxin came in and made quick work of Man-Spider. Spider-Gwen gave a sigh of relief, "Thank you…"

He nodded back at her, "You're welcome."

Also struggling was Anti-Venom. While his curing abilities made quick work of most of his opponents, there were too many for him to fend off at once. He could feel his strength getting weaker with each opponent cured.

His strength was almost drained when he came across a counterpart of his who still had the Venom symbiote. This monstrous Venom picked his 616 counterpart up, "Well, well, well, look what we have here! This is what our human half became in this universe? Working with _Spider-Man_ of all people! We'll put you outta your misery, don't worry!"

Venom held Anti-Venom just above one of the airship's many rapidly spinning turbines, "Say adios chum! You're about to get all ground up!" Anti-Venom was so worn-out he couldn't even lift a muscle to oppose his venomous equivalent. It looked like it was over for him until an unlikely savior came in the form of Carnage! Carnage tackled Venom against the floor, "What I'm gonna do to you will almost be therapeutic!"

Venom shoved 616 Carnage off of him, "Working with Carnage too? We always find new ways to be disgusted here!"

Carnage leapt back up at Venom and wrapped his arms around his back, "Y'wanna get disgusted, why don't ya just look in a mirror?!" Subsequently after delivering that insult, Carnage bit into Venom's skull. Venom screeched, yanking Carnage off of his back.

Carnage got ready to fight again until he was attacked by Ravage. He pushed her off, "Hehe now's not the time for that, baby! Maybe later!" She continued stabbing him with malice each time she did. Cletus growled at her, "Didn't I just say now's not the time! Now get offa me!" Kasady shoved her off, to which she returned by shoving him to the ground and stabbing him. Joining her were multiple other symbiotes that began wailing on Cletus.

At this point, Carnage realized that she didn't like him. All those playful stabs were out of genuine hatred. He was taken aback by this, "You're working with the enemy! Aww I shoulda known you were just like the rest! Always trying to kill me, well guess what?! I'll kill you first!" Carnage's tendrils all thrusted the symbiotes away, leaving just him and Ravage. He picked her up, much to her disdain, and threw her into the turbines. He looked down at the now completely splattered symbiote abomination with contempt, "I'll see ya in hell, babe."

That was a bad move on his part, as the goop got tangled in the turbine. The airship started leaning slightly to the right, forcing everyone currently on the deck to nearly slip off. With that, both Spider-Armies decided that it was time to retreat and evacuate. Within the airship however it was an entirely different story.

The main computer warned them, "Airship at 40% power. Airship unable to hold flight for much longer in these conditions."

Otto didn't care, "Keep it afloat for as long as you can, if I can't infect the world then I can at least put an end to Spider-Man!"

The entire group of symbiotes all gathered around Otto and bonded with him. Together, they formed a ten feet tall blob-like abomination. This newly formed monster put Spider-Man in the corner. The rest of his team tried to help but Spider-Man called them off, "You guys heard that computer! You need to get out of here!"

"But what about you," Ben asked. Peter cried out, "Just go, I'll make it!" The facility around them started crumbling to pieces. All of them besides 616 Spider-Man made their way out. All that was left were Otto and Spider-Man.

Otto's massive maw formed a shark-like grin at the cornered Spider-Man, "I'm going to enjoy putting an end to our rivalry once and for all, Spider-Man!" Peter hopped up above the disgusting creature and started making a run for it towards the exit. Four meaty tentacles popped out of Otto's back, "It's not over yet!" He trailed after Peter, the corridor behind them exploding.

Peter looked back at the sprawling mass of goo in horror. It was catching up to him faster than you'd think something like that could. "Come on Otto let's not be hasty here," he offered, "even if you do manage to catch me, that means we'll both die on this ship!"

"So be it," Otto accepted, "you've been a thorn in my side for far too long! In any universe, Spider-Man must always be in my way!"

It was clear that reasoning with Ock was out the window, so Spider-Man continued running for his life. He could just see the exit but it was too late, Otto grabbed him with one of his tendrils, "Looks like it's the end for the both of us! At long last, your end has come!"

The airship couldn't take it anymore, as more of it began to fall towards the New York River. It crashed into the water with the two of them still in there. The entire Spider-Army looked out at the wreckage with a melancholy feeling looming over them.

Agent Venom even saluted his seemingly deceased friend. Black Cat sighed wistfully, "There's no way anybody could have survived that."

Anti-Venom begged to differ, "I've seen him survive worse when we were enemies. I'll bet he's just fine, a few injuries aside."

Right he was, as out from the water Spider-Man crawled out onto one of the many docks across New York's shoreline just minutes later. His costume was in tatters, he was bruised everywhere, and there were even some open wounds across his body.

Felicia ran up to him and pulled him off the ground, "Spider, are you okay?"

Peter coughed up some water, "I'm just fine." He heard something snap to which he said, "Okay maybe I'm hurt in a lot of places, but I survived. Don't worry about me."

Ben Reilly hugged his interdimensional brother, "Glad to see you made it out alright, bro! I thought that may've actually got you."

Peter smiled warmly at the hug, "Yeah me too, but it's gonna take more than that to put me out of commission…okay Ben you can let go now. You're hurting me."

May was happy to see him too, "To think you were almost a goner out there, dad—I mean Peter. Maybe I'll be born in this universe after all."

Spidey awkwardly laughed at that remarked, "I uhhh I'm not thinking about children yet. Hehehehe…"

Earth-616 Kaine interrupted their happy times, "I don't mean to alarm you guys, but if Peter survived I'm willing to bet Otto did too. And Peter looks like he's in no condition to fight him."

"He won't have to," Miguel said, "We'll fight him if he does manage to come up again."

To nobody's surprise, Otto rose out of the water. But surrounding him in the water was a gigantic black mass. Otto sneered at them all, "You think this is over? You may have destroyed my precious airship, but my symbiotes still remain! But nobody here is worthy of symbiosis, nobody! Instead I'll bond to them all myself!" The black mass in the water swirled around Otto. Tendrils reached out and attached to him. Slowly, each and every symbiote merged onto Octavius. Together, they formed a ginormous monster that was taller than the Empire State Building! Miles dubbed this monster, "He's become Venomzilla!"

Indeed, Venomzilla was a staggering monstrosity that towered over them all. "Arrr, how're we supposed t'destroy that? Me boat don't got enough power to take on something like that," Web-Beard objected.

Anti-Venom scratched the back of his neck, "I…I don't think I can cure something that massive."

Spider-Man looked to Supaidaman, "You know what to do, Takuya." Takua raised his hand in the air, "I SUMMON LEOPARDON!" Out from the underground of Parker Industries, Leopardon broke out onto the streets. Supaidaman and the rest of the Spider-Army piled into the massive mecha to duel with Venomzilla. It was a crowded fit, but they made it work.

Leopardon marched over to the beast, causing small quakes with each step. Spider-Man called out to Venomzilla, "Hey Ock, why don't you pick on something your own size?"

Venomzilla's multiple heads turned to the massive mech. It approached Leopardon. Venomzilla did not have legs, rather it moved like a slug across the ground. The gigantic symbiote wrapped its prehensile arms around Leopardon's forearms. Leopardon kicked it away then it socked one of its many heads in the jaw. Venomzilla snarled at the mech, stretching its other heads at it. The heads started chewing on the armor of Leopardon. Leopardon responded by shooting a massive net at Venomzilla, entangling it temporarily. The massive robot then threw its boomerang at the symbiotic kaiju.

The boomerang went right through Venomzilla's arm, lopping it off. The Spider-Army cheered until the arm simply reattached.

"Ugh this is stupid," Mania complained in the cockpit, "this isn't Power Rangers, why are we fighting a giant monster? I can't be the only one who finds this ridiculous."

Spider-Punk nodded, "Oh yeah this is completely ridiculous! I'm loving it."

"Hush rude children," Supaidaman demanded, "I am busy trying to defend this city's people from a horrible monster!"

"Come on, I meant ridiculous in a good way," Spider-Punk complimented, "this is pretty awesome in a load of ways."

Mania groaned, "I'm not a child!" Flash motioned for her to be quiet, "Come on Andi let the Japanese Spider-Man do his job." She pouted in a grumpy way but listened to him.

Supaidaman wiped the sweat from his brow, "We are quickly running out options! Venomzilla will just heal from all of my attacks!"

Black Cat hugged Spider-Man, "Oh Spider, this might be the end for all of us. I just wanted to tell you I uhhh…well I…"

Carnage sighed and interrupted her, "I got a confession to make before we die. Eddie, I was the one who ate your lunch that day, not the kid. Oh and Toxin, I have considered murdering you in your sleep. Multiple times in fact."

Toxin didn't seem to mind that, "Believe me, I've thought about murdering you in your sleep multiple times too."

"While we're saying our last words" Jessica Drew threw out, "I've been thinking about just abandoning this team. Almost wish I decided to go through with that today. I mean I'm hardly involved with the rest of you anyway, name aside."

Kaine was next, "I know that I'm really hard on all of you. I can be a bit of a jerk, but I mean well most of the time. I don't think any of you are that bad. If I had to die with a bunch of people, I guess I'm glad it's you idiots. Even if it's this plan of yours is basically what got us all killed at once."

"I was gonna say the same thing pretty much," Mania admitted.

"I…I really don't have anything to admit," Miles shrugged, "still I wish I got to grow up a little more before I had to die."

Spider-Ham broke out into tears, "I can't believe this is it for all of us! We were a great team!"

"Arrr we're the best there ever was," Web-Beard added, "we're a bunch a' salty seadogs 'til the very end!"

Spider-Man Noir tried to calm everyone's fears, "This looks bad, but you're all in hysterics! Everything's going to be fine, I guarantee it! Just calm down!"

May Reilly too had a confession, but just for him alone, "I know we're from different universes and all, but I kind of wish we got to know each other a bit more…personally."

Noir Peter tugged at his collar, "You seem nice, but like you said…different universes. I don't think it'd work."

Anti-Venom held his hands in his head in a panicked manner, "Look, I've tried to kill you multiple times, Parker, but in a way you're the only person who's ever been willing to listen to me! Even if you thought I was crazy, you always heard me out! What I'm trying to say is that I'm sorry for all those attempts at killing you!"

Outside the mech, Venomzilla was assaulting it with multiple punches. It really did seem like the end…until Supaidaman realized something, "Wait…there still might be a way to defeat this affront to justice! I must use…Sword Vigor!"

Spider-Man kindly asked, "May I…?"

Supaidaman nodded, "I suggest all of us say it at once, actually."

The Spider-Army united together, all saying in unison, "SWORD VIGOR!" Leopardon pulled its sword from the holster on its leg. It threw the sword right into the central head of Venomzilla, causing the mass of black goo to splash across the city. It did not reform, showing that Venomzilla was truly down for the count.

The nightmare was over, Octavius was defeated, his symbiotes were destroyed, and his army had retreated. Spider-Man hopped out of Leopardon. He found Otto's body on the ground, still alive but unconscious.

Peter was then unknowingly taken to Madame Web's domain. He sighed, "Lemme guess, there's one more loose end that needs tied up, right?"

She put his fears to rest, "No, you've prevented dimensional destruction on a level you can't even understand. You and your army can all go home now, it's finally over."

Having nothing else to say, she sent him back to where he was, standing before Otto's passed out body. He kneeled down to it, "I can't just let him go back to his dimension. But what do I do with him…?"

 _The Day After Otto's Symbiote Invasion…_

Peter Parker was holding a conference outside of the destroyed remains of Parker Industries. He waved at all the journalists there who were reporting on the story. Even J. Jonah Jameson was there. He asked the first question, "What do you think of what happened yesterday, Parker?! All those disgusting Spider-Men were surely in cahoots with Octavius!"

"Mr. Jameson," Peter began, "I know that it's hard for you not to blame Spider-Man, but it wasn't him or any of his counterparts, believe me. Are there any other questions?"

"What do you plan on doing with Parker Industries after this whole fiasco," a reporter questioned.

Peter answered calmly, "I would like to announce that I'm stepping down from my position at Parker Industries. It's not for me. I simply just down have the time to run the company. I'll still be involved as a lead scientist and engineer, but I'd like to give the CEO position to my good friend, Harry Osborn. He has more experience with company work than I do."

One of the reporters had another question, "Why was Doctor Octopus found in a body just like yours?"

"You all know how that superhero business is," Peter explained, "even I don't have a good explanation for it, I'm afraid. My best guess is that he wanted to replace me as CEO, quite literally."

The reporters continued bugging him until he called off the conference, "Look, I know you've all got questions. Unfortunately, I don't have time to answer all of them. I only organized this event to announce stepping down as CEO. Oh and Harry if you're watching this, then good luck with the company."

He walked off of the podium and back to his house. Waiting for him there was Black Cat. She smiled at him, "Bet you weren't expecting me to be here, huh?"

"No, I can't actually," Parker said in a confused manner, "what are you doing here?"

She walked over to him and kissed him on the cheek, "I wanted to give you my thanks."

He cocked his eyebrows, only growing more confused, "For what, exactly?"

She grinned, "You helped me in my darkest times. Even when I was trying to kill you, you were nothing but nice to me. So I'm giving you a little gift, and you can't say no. I won't take that for an answer."

Peter raised his finger as if to object, yet Felicia silenced him by kissing him on the mouth. Peter shut the door behind him, leaving the two of them alone.

Not so alone was Doctor Octopus, who was sharing a cell in the raft with Roderick Kingsley, Fred Myers, and Quentin Beck. Fred looked at all three of them, "So you guys tried to take over the multiverse, huh? I could do that if I felt like it but uhhhh…I wouldn't want to intrude on Dormammu's work is all."

"I wasn't trying to take over the multiverse," Roderick clarified, "I was only trying to make the first multiversal business! It would've been my greatest triumph!"

Beck slumped back in his seat, "I don't even know what I was thinking! Seemed liked a crazy idea, but it almost worked! I got farther than any of you did!"

"As if Beck," Otto objected, "I was closer to my goal than any of you nitwits were!"

"Shut up Otto," Roderick said, "we all know my plan was the best! If only it had a better ending! I never get caught! I should be in Reno by now!"

Fred raised an eyebrow, "Did you just call that guy Otto? As in Otto Octavius? Cripes, he lost a lot of weight."

Quentin only had one real gripe left, "Why did Spider-Man toss me back into jail? I helped him! I should be standing by his side, not in prison with you jerks!"

"If it wasn't for you selling out I would be so rich right now," Kingsley complained, "but noooooo you had to help Spider-Man."

"You betrayed me first," Quentin accused, "I should've kicked your ass when I first got here just because of that!"

"You wanna go, tough guy," Roderick asked, "you're nothing without your special effects. I've still got Goblin Serum pumped through me!"

Otto shook his head, "Simpletons, all of you! How did I get stuck in a cell with you idiots?!"

A prison guard walked up to the cells and banged on the walls, "Hey, lights out in there! If we hear anything else from this cell, then one of you is going to solitary!"

They all obliged, shutting out the lights and getting into their beds. Every dimension can now rest a bit more peacefully knowing that Spider-Man, along with his many counterparts, put these crooks behind bars yet again…for now at least.

* * *

 _And so ends this story. It's been a long journey, more than a year. It was longer than I ever anticipated when I began it, let me tell you. I was honestly planning on ending this story once Mysterio had been stopped. But then I saw how many people started faving and following it in such short time so I didn't want to end it there. I started thinking, "What could I do after Mysterio?" I wanted symbiotes, since they were absent from Slott's Spider-Verse, and there were lots more problems with that story than just that. I hated comics Spider-Verse buuuut this is a longwinded paragraph as is. S_ _o I knew that was one. But there needed to be another._

 _I had considered a Goblin Wars story, with Norman Osborn, Roderick Kingsley, Phil Urich, Lefty Donovan, and Harry Osborn, who I had planned to become a good version of the Green Goblin, were all going to fight for control of the Goblin Army. Eventually I dropped those plans, but the seeds I planted were still there. Such as when the Goblin Army showed up and when Green Goblin was mentioned. I still wanted to do that story, but felt things were already cluttered as is. So I just dropped it and let Roderick do his own thing without much intervention from other Goblins aside from Lefty. There's always a next time, but I wouldn't count on it for a while. I'm burnt out on Spider-Man for now. Aside from all that, I wanted to thank everyone for reading this story and sticking by it. It went better than I could have ever expected it to. You've all been great. That's about it, I guess. The story's over, so that means you can go home now. Goodbye!_


End file.
